Last checked at 20 Jun 2019 11:32
20 June 2019
Audioboom Group plc
("Audioboom" or the "Company")
Result of AGM and further re share consolidation
Audioboom (AIM: BOOM), the leading global podcast company, announces that at its Annual General Meeting held earlier today, all resolutions were duly passed on a poll.
The voting results for the resolutions are included below:
Resolution | Votes For | % of votes cast (approximate) | Votes Against | % of votes cast (approximate) | Total votes cast | % of issued share capital voted |
1. To receive and adopt the Annual Report and Accounts for the period ended 31 December 2018 | 569,602,694 | 100% | Nil | 0% | 569,602,694 | 40.67% |
2. To re-elect Brad Clarke as a director of the Company | 569,587,106 | 99.99% | 15,588 | 0.01% | 569,602,694 | 40.67% |
3. To re-elect Roger Maddock as a director of the Company | 569,587,106 | 99.99% | 15,588 | 0.01% | 569,602,694 | 40.67% |
4. To re-elect Michael Tobin as a director of the Company | 569,587,106 | 99.99% | 15,588 | 0.01% | 569,602,694 | 40.67% |
5. To reappoint Haysmacintyre as auditors of the Company | 569,587,106 | 99.99% | 15,588 | 0.01% | 569,602,694 | 40.67% |
6. To grant authority to directors to allot up to 465,000,000 ordinary shares, (approximately one third of the Company's share capital, pre-share consolidation) | 569,587,106 | 99.99% | 15,588 | 0.01% | 569,602,694 | 40.67% |
7. To disapply pre-emption rights in relation to the allotment of up to 140,000,000 ordinary shares, (approximately 10% of the Company's share capital, pre-share consolidation) | 569,587,106 | 99.99% | 15,588 | 0.01% | 569,602,694 | 40.67% |
8. To approve the 100:1 share consolidation | 538,915,829 | 94.61% | 30,686,865 | 5.39% | 569,602,694 | 40.67% |
9. To authorise the Company to make market purchases of up to 14.99% of its ordinary shares | 569,587,106 | 99.99% | 15,588 | 0.01% | 569,602,694 | 40.67% |
Share Consolidation
In addition, following the passing of the resolutions at the Annual General Meeting, and conditional on Admission (as defined below) the share consolidation will take effect on 21 June 2019 so that every 100 existing ordinary shares of no par value will be consolidated into one new ordinary share of no par value ("New Ordinary Share"). Details of the share consolidation and effect on shareholders were set out in the announcement and circular sent to shareholders on 31 May 2019. Following the share consolidation and with effect from tomorrow, the Company's ISIN for its ordinary shares of no par value will change to JE00BJYJFG60 and the SEDOL will change to BJYJFG6.
Application has been made to AIM for 14,006,757 New Ordinary Shares to be admitted to trading on AIM ("Admission"). It is expected that such Admission will become effective and that dealings will commence in the New Ordinary Shares at 8.00 a.m. on 21 June 2019.
Shareholders who hold their existing ordinary shares in uncertificated form will have their CREST accounts credited with the New Ordinary Shares on 21 June 2019. Existing share certificates will cease to be valid and new share certificates will be despatched to those shareholders who hold their shares in certificated form on or around 5 July 2019.
Total Voting Rights
With effect from Admission, the Company's issued ordinary share capital will comprise 14,006,757 ordinary shares of no par value, with one voting right each. The Company does not hold any shares in treasury. Therefore, the total number of ordinary shares and voting rights in the Company is 14,006,757. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
Enquiries
Audioboom Group plc | Tel: +44(0)20 7403 6688 |
Rob Proctor, Chief Executive Officer |
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Brad Clarke, Chief Financial Officer
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Allenby Capital Limited (Nominated adviser and Broker) | Tel: +44(0)20 3328 5656 |
David Hart /Alex Brearley/Asha Chotai
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Walbrook PR Limited (PR & IR Advisers) | Tel: +44(0)20 7933 8780 |
Paul Cornelius / Nick Rome / Sam Allen | or audioboom@walbrookpr.com |
About Audioboom
Audioboom is the leading global podcast company, consolidating the business of on-demand audio, making content accessible, wide-reaching and profitable for podcasters, advertisers and brands. Audioboom operates internationally, with operations and global partnerships across North America, Europe, Asia and Australia, and addresses the issue of disparate podcast services by putting all of the pieces of the puzzle together under one umbrella, creating a user-friendly, economical experience.
Audioboom hosts over 13,000 content channels, with key partners including A+E Networks (US), Associated Press (US), 'Astonishing Legends' (US), 'Casefile True Crime' (Aus), Edith Bowman (UK), 'Felon True Crime Podcast' (Aus), Jonathan Ross (UK), 'Moneycontrol Podcast' (India), 'No Such Thing As A Fish' (UK), Red FM (India), Starburns Audio (US), 'The Cycling Podcast' (UK), 'The Totally Football Show' (UK), 'The True Geordie Podcast' (UK) and 'Undisclosed' (US).
Original content produced by Audioboom includes 'Formula 1®: Beyond the Grid' (UK), 'And That's Why We Drink' (US), 'Dead Man Talking' (UK), 'Blank Check' (US), 'The 45th' (US), 'Covert' (US), 'Deliberations' (US), 'It's Happening with Snooki & Joey' (US), 'Mafia' (US) and 'Night Call' (US).
The platform receives over 90 million listens per month and allows partners to share their content via Apple Podcasts, BookMyShow, Deezer, Google Podcasts, iHeartRadio, RadioPublic, Saavn, Spotify, Stitcher, Facebook and Twitter as well as their own websites and mobile apps.
For more information, visit audioboom.com.