Stefan Bernstein explains how the EU/Greenland critical raw materials partnership benefits GreenRoc. Watch the full video here.

Less Ads, More Data, More Tools Register for FREE

Pin to quick picksMan Regulatory News (EMG)

Share Price Information for Man (EMG)

London Stock Exchange
Share Price is delayed by 15 minutes
Get Live Data
Share Price: 266.70
Bid: 266.60
Ask: 266.80
Change: 2.60 (0.98%)
Spread: 0.20 (0.075%)
Open: 265.40
High: 268.40
Low: 264.40
Prev. Close: 264.10
EMG Live PriceLast checked at -

Watchlists are a member only feature

Login to your account

Alerts are a premium feature

Login to your account

Result of Court and General Meeting

17 Oct 2012 14:40

RNS Number : 9268O
Man Group plc
17 October 2012
 



Man Group Plc

17 October 2012

 

 

New Corporate Structure - Results of the Court Meeting and General Meeting

 

Further to the announcement on 24 September 2012, Man Group plc ("Man" or the "Company") announces that, at the meeting convened pursuant to an order of the Court and held earlier today (the "Court Meeting"), the Scheme was approved by the requisite majority.

Man further announces that all resolutions to approve the Proposals and other related matters were passed by the requisite majority at the general meeting of Man which was held today immediately following the Court Meeting (the "General Meeting"). 

Results of Court Meeting

At the Court Meeting, a majority in number of the Man Shareholders who voted (either in person or by proxy), representing 55.79 per cent. in value of Man Ordinary Shares held by Man Shareholders who voted (either in person or by proxy), voted in favour of the resolution to approve the Scheme. The resolution proposed at the Court Meeting was decided on a poll vote.

 

Details of the votes cast are as follows:

 

 

VOTESFOR

VOTESAGAINST

TOTAL VOTES CAST

Man Ordinary Shares voted

1,015,302,066

434,980

1,015,737,046

 

 

Accordingly, the resolution proposed at the Court Meeting was duly passed on a poll vote.

Results of General Meeting

 

At the General Meeting, all resolutions were put to the meeting on a poll and the results of the poll are detailed below. The full text of the resolutions is contained in the Notice of General Meeting set out in the Circular which is available on Man's website at www.mangroupplc.com.

 

RESOLUTION

VOTESFOR

VOTESAGAINST

VOTESWITHHELD

Implement the Scheme of Arrangement

1,035,199,436

443,796

5,250,126

Amend the Articles of Association

1,039,637,178

429,296

826,884

Change the Company's name to Man Strategic Holdings plc

1,040,049,483

456,514

387,361

Approve the New Man Reduction of Capital

1,040,018,303

471,032

404,023

Approve the establishment of the New Man 2012 Long-Term Incentive Plan

966,454,811

40,616,954

33,821,593

Approve the establishment of the New Man 2012 Executive Share Option Plan

962,724,505

42,433,757

35,735,096

Approve the establishment of the New Man 2012 Sharesave Scheme

1,036,902,499

2,615,202

1,375,657

Accordingly, all resolutions proposed at the General Meeting were duly passed by the requisite majority.

Conditions and Expected Timetable

Completion of the Proposals remains subject to the satisfaction or (if capable of waiver) waiver of the remaining conditions set out in Part 2 of the Circular, including the sanction of the Scheme and confirmation of the New Man Reduction of Capital by the Court. The Court hearing to sanction the Scheme is expected to take place on 5 November 2012. It is expected that the last day for dealings in Man Ordinary Shares will be 5 November 2012, that the Scheme will become effective on 6 November 2012 and that cancellation of the listing of the Man Ordinary Shares on the Official List and admission of the New Man Ordinary Shares to the premium listing segment of the Official List and to trading on the London Stock Exchange's main market for listed securities ("Admission") will take place no later than 8.00 a.m. on 6 November 2012.

It is expected that the Court hearing to confirm the New Man Reduction of Capital will take place on 7 November 2012 and that the New Man Reduction of Capital will become effective on 8 November 2012.

Applications have been made to the relevant authorities in respect of regulatory clearances that have been identified as conditions to the Scheme. Following confirmations received from the FSA, the Jersey Financial Services Commission, the Central Bank of Ireland, the Cayman Islands Monetary Authority, the Dubai Financial Services Commission, the Securities and Futures Commission (Hong Kong) and Commission de Surveillance du Secteur Financier (Luxembourg), approvals remain outstanding from three further authorities. Man expects these to be obtained in the near future to allow the Proposals to become effective in accordance with the timetable set out above.

The dates stated above are indicative only and will depend, among other things, on the date upon which the Court sanctions the Scheme and confirms the New Man Reduction of Capital and the date on which the Conditions are satisfied or, if capable of waiver, waived. The timetable is also dependent on when the Court Orders sanctioning the Scheme and confirming the New Man Reduction of Capital, the Man Statement of Capital and the New Man Statement of Capital are delivered to, and registered by, the Registrar of Companies. Man will give notice of any change(s) to the expected timetable by issuing an announcement through a Regulatory Information Service.

CREST / Ticker

By way of clarification, Man confirms that for Man Shareholders who currently hold Man Ordinary Shares in uncertificated form, it is expected that on or soon after 8.00 a.m. on 6 November 2012, CREST accounts will be credited with New Man Ordinary Shares under ISIN GB00B83VD954 (rather than ISIN GB00B83V0954 as was stated in the Circular). New Man will have the same ticker symbol as Man and will therefore remain as "EMG".

The issued ordinary share capital of Man as at 17 October 2012 was 1,820,560,383 ordinary shares of 33/7 US cents each.

National Storage Mechanism

In accordance with paragraph 9.6.2 of the Listing Rules, a copy of the resolutions passed at the Court Meeting and the General Meeting will shortly be submitted to the National Storage Mechanism and available for inspection at: www.morningstar.co.uk/uk/nsm

Capitalised terms used but not defined in this announcement shall have the meaning given to them in the Circular.

 

For further information:

Fiona Smart, Man Group plc +44 20 7144 2030 or email: fiona.smart@man.com

David Waller, Man Group plc +44 20 7144 2121 or email: david.waller@man.com

George Trefgarne, Maitland PR, +44 20 7379 5151

 

Sponsor and financial adviser

Merrill Lynch International, which is authorised and regulated in the UK by the FSA, is acting exclusively for Man and no-one else in connection with the Proposals and for Man Strategic Holdings plc ("New Man") and no-one else in connection with Admission and will not be responsible to anyone other than Man and New Man for providing the protections afforded to clients of Merrill Lynch International, nor for providing advice in relation to the Proposals, Admission or any matters referred to in this announcement.

NEW MAN ORDINARY SHARES HAVE NEITHER BEEN MARKETED TO, NOR ARE AVAILABLE FOR PURCHASE OR EXCHANGE, IN WHOLE OR IN PART, BY THE PUBLIC IN THE UNITED KINGDOM OR ELSEWHERE IN CONNECTION WITH THE INTRODUCTION OF THE NEW MAN ORDINARY SHARES TO THE OFFICIAL LIST. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN INVITATION OR OFFER TO SELL OR THE SOLICITATION OF AN INVITATION OR OFFER TO BUY ANY SECURITY. NONE OF THE SECURITIES REFERRED TO IN THIS ANNOUNCEMENT SHALL BE SOLD, ISSUED, SUBSCRIBED FOR, PURCHASED, EXCHANGED OR TRANSFERRED IN ANY JURISDICTION IN CONTRAVENTION OF APPLICABLE LAW.

Notice to United States residents

Securities may not be offered or sold in the United States unless they are registered under the United States Securities Act 1933 (as amended) (the "Securities Act"), or are exempt from such registration requirements. The New Man Ordinary Shares to be issued to Man Shareholders in connection with the Scheme will not be, and are not required to be, registered with the SEC under the Securities Act, in reliance upon the exemption from the registration requirements of the Securities Act provided by section 3(a)(10) of that Act based on Court approval of the Scheme.

Pursuant to Rule 145(d) under the Securities Act, Man Shareholders who are affiliates of Man before implementation of the Scheme will be subject to timing, manner of sale and volume restrictions on their sales of New Man Ordinary Shares received in connection with the Scheme. A holder of New Man Ordinary Shares who is an affiliate of New Man will also be subject to transfer restrictions pursuant to Rule 144 under the Securities Act. 

The New Man Ordinary Shares have not been, and will not be, registered under the securities laws of any state or jurisdiction of the United States and, accordingly, will only be issued to the extent that exemptions from the registration or qualification requirements of state "blue sky" securities laws are available.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
ROMGGGBWUUPPGWM
Date   Source Headline
28th Mar 202412:35 pmGNWMan Group PLC : Form 8.3 - International Paper Company
27th Mar 20245:45 pmRNSTransaction in Own Shares
27th Mar 20243:21 pmGNWMan Group PLC : Form 8.3 - International Paper Company
26th Mar 20245:30 pmRNSTransaction in Own Shares
25th Mar 20245:55 pmRNSTransaction in Own Shares
22nd Mar 20245:40 pmRNSTransaction in Own Shares
21st Mar 20245:45 pmRNSTransaction in Own Shares
20th Mar 20245:50 pmRNSTransaction in Own Shares
19th Mar 20245:40 pmRNSTransaction in Own Shares
19th Mar 20243:00 pmRNSTreasury Share Cancellation & Total Voting Rights
18th Mar 20245:45 pmRNSTransaction in Own Shares
15th Mar 20246:01 pmRNSTransaction in Own Shares
14th Mar 20245:52 pmRNSTransaction in Own Shares
14th Mar 202410:15 amRNSESEF Annual Report 2023
13th Mar 20245:37 pmRNSTransaction in Own Shares
12th Mar 20246:00 pmRNSTransaction in Own Shares
11th Mar 20246:25 pmRNSTransaction in Own Shares
11th Mar 20245:10 pmRNSDirector/PDMR Shareholding
11th Mar 20245:06 pmRNSDirector/PDMR Shareholding
11th Mar 20245:03 pmRNSDirector/PDMR Shareholding
8th Mar 20245:37 pmRNSTransaction in Own Shares
8th Mar 20243:45 pmRNSAnnual Financial Report
7th Mar 20245:45 pmRNSTransaction in Own Shares
6th Mar 20246:17 pmRNSTransaction in Own Shares
5th Mar 20246:00 pmRNSTransaction in Own Shares
5th Mar 20247:00 amRNSShare buyback programme of up to $50million
1st Mar 20247:00 amRNSTotal Voting Rights
29th Feb 20241:17 pmGNWMan Group PLC : Form 8.3 - Ageas SA/NV
29th Feb 20247:00 amRNSFinancial Results For The Year Ended 31 Dec 2023
1st Feb 20247:00 amRNSTotal Voting Rights
5th Jan 20247:00 amRNSDirectorate Change
2nd Jan 20247:00 amRNSTotal Voting Rights
12th Dec 20235:06 pmRNSHolding(s) in Company
1st Dec 20237:00 amRNSTotal Voting Rights
1st Nov 20237:00 amRNSTotal Voting Rights
19th Oct 20237:00 amRNSTrading Statement Q3 2023
2nd Oct 20237:00 amRNSTotal Voting Rights
13th Sep 202312:00 pmRNSDirectorate Change
7th Sep 20237:00 amRNSCompletion of Varagon Capital Partners acquisition
5th Sep 202312:45 pmRNSDirector/PDMR Shareholding
1st Sep 20239:30 amRNSInterim Dividend - Sterling Conversion Rate
1st Sep 20237:00 amRNSTotal Voting Rights
25th Aug 202311:15 amRNSDirectorate Change
21st Aug 20234:00 pmRNSDirector/PDMR Shareholding
1st Aug 20239:30 amRNSTotal Voting Rights
1st Aug 20237:00 amRNSHalf year results for the period ended 30 June 23
6th Jul 20237:00 amRNSMan Group to acquire Varagon Capital Partners
3rd Jul 20237:00 amRNSTotal Voting Rights
14th Jun 20233:15 pmRNSHolding(s) in Company
1st Jun 20237:00 amRNSTotal Voting Rights

Due to London Stock Exchange licensing terms, we stipulate that you must be a private investor. We apologise for the inconvenience.

To access our Live RNS you must confirm you are a private investor by using the button below.

Login to your account

Don't have an account? Click here to register.

Quickpicks are a member only feature

Login to your account

Don't have an account? Click here to register.