Last checked at 15 Jul 2020 13:15
15 July 2020
Europa Metals Ltd
("Europa Metals", the "Company" or the "Group") (AIM, AltX: EUZ)
Results of General Meeting and Share Consolidation
Europa Metals, the European focused lead-zinc and silver developer, is pleased to announce that the resolutions proposed at its General Meeting ("GM") held earlier today, as set out in the Notice of General Meeting dated 12 June 2020 (the "Notice"), were all duly approved by shareholders.
Defined terms used in this announcement have the same meanings as in the Notice unless otherwise defined herein or the context otherwise requires.
A poll was taken at the GM and in accordance with section 251AA of the Corporations Act 2001, the following information is provided in respect of each of the resolutions considered and voted upon at the GM.
The total number of proxy votes exercisable by all proxies validly appointed was in respect of 1,521,996,499 ordinary shares from the validly appointed proxies of 14 shareholders.
Details of proxy and poll votes in respect of each of the resolutions set out in the Notice, are as follows:
Resolution 1: Consolidation of share capital
Manner in which securityholder directed the proxy vote (at proxy close date) | Manner in which votes were cast in person or by proxy on a poll | ||||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | VOTES FOR | VOTES AGAINST | VOTES ABSTAIN | VOTESRESULT |
1,491,355,987 | 30,620,345 | 20,167 | 27,681,081 | 1,637,676,154 | 30,620,345 | 27,681,081 | Pass |
97.99% | 2.01% | 0.001% | N/A | 98.16% | 1.84% | N/A | |
Resolution 2: Amendments to the Company's Constitution
Manner in which securityholder directed the proxy vote (at proxy close date) | Manner in which votes were cast in person or by proxy on a poll | ||||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | VOTES FOR | VOTES AGAINST | VOTES ABSTAIN | VOTESRESULT |
1,492,239,587 | 24,732,845 | 20,167 | 32,684,981 | 1,638,559,754 | 24,732,845 | 32,684,981 | Pass |
98.37% | 1.63% | 0.001% | N/A | 98.51% | 1.49% | N/A | |
Resolution 3: Approval of Europa Metals Ltd's Incentive Plan
Manner in which securityholder directed the proxy vote (at proxy close date) | Manner in which votes were cast in person or by proxy on a poll | ||||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | VOTES FOR | VOTES AGAINST | VOTES ABSTAIN | VOTESRESULT |
1,483,198,233 | 32,857,620 | 20,167 | 33,601,560 | 1,629,518,400 | 32,857,620 | 33,601,560 | Pass |
97.83% | 2.17% | 0.001% | N/A | 98.02% | 1.98% | N/A | |
Resolution 4: Fixing of value of unmarketable parcels
Manner in which securityholder directed the proxy vote (at proxy close date) | Manner in which votes were cast in person or by proxy on a poll | ||||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | VOTES FOR | VOTES AGAINST | VOTES ABSTAIN | VOTESRESULT |
1,480,122,420 | 36,358,012 | 20,167 | 33,176,981 | 1,626,442,587 | 36,358,012 | 33,176,981 | Pass |
97.60% | 2.40% | 0.001% | N/A | 97.81% | 2.19% | N/A | |
Resolution 5: Grant of Incentive Options to, a related party, Laurence Read
Manner in which securityholder directed the proxy vote (at proxy close date) | Manner in which votes were cast in person or by proxy on a poll | ||||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | VOTES FOR | VOTES AGAINST | VOTES ABSTAIN | VOTESRESULT |
1,484,943,733 | 32,912,120 | 20,167 | 31,801,560 | 1,631,263,900 | 32,912,120 | 31,801,560 | Pass |
97.83% | 2.17% | 0.001% | N/A | 98.02% | 1.98% | N/A | |
Resolution 6: Grant of Incentive Options to, a related party, Myles Campion
Manner in which securityholder directed the proxy vote (at proxy close date) | Manner in which votes were cast in person or by proxy on a poll | ||||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | VOTES FOR | VOTES AGAINST | VOTES ABSTAIN | VOTESRESULT |
1,484,941,233 | 32,914,620 | 20,167 | 31,801,560 | 1,631,263,900 | 32,914,620 | 31,801,560 | Pass |
97.83% | 2.17% | 0.001% | N/A | 98.02% | 1.98% | N/A | |
Resolution 7: Grant of Incentive Options to, a related party, Colin Bird
Manner in which securityholder directed the proxy vote (at proxy close date) | Manner in which votes were cast in person or by proxy on a poll | ||||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | VOTES FOR | VOTES AGAINST | VOTES ABSTAIN | VOTESRESULT |
1,484,941,233 | 32,914,620 | 20,167 | 31,801,560 | 1,631,263,900 | 32,914,620 | 31,801,560 | Pass |
97.83% | 2.17% | 0.001% | N/A | 98.02% | 1.98% | N/A | |
Resolution 8: Grant of Incentive Options to, a related party, Evan Kirby
Manner in which securityholder directed the proxy vote (at proxy close date) | Manner in which votes were cast in person or by proxy on a poll | ||||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | VOTES FOR | VOTES AGAINST | VOTES ABSTAIN | VOTESRESULT |
1,484,941,233 | 32,914,620 | 20,167 | 31,801,560 | 1,631,263,900 | 32,914,620 | 31,801,560 | Pass |
97.83% | 2.17% | 0.001% | N/A | 98.02% | 1.98% | N/A | |
Resolution 9: Grant of Incentive Options to, a related party, Daniel Smith
Manner in which securityholder directed the proxy vote (at proxy close date) | Manner in which votes were cast in person or by proxy on a poll | ||||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | VOTES FOR | VOTES AGAINST | VOTES ABSTAIN | VOTESRESULT |
1,484,941,233 | 32,914,620 | 20,167 | 31,801,560 | 1,631,263,900 | 32,914,620 | 31,801,560 | Pass |
97.83% | 2.17% | 0.001% | N/A | 98.02% | 1.98% | N/A | |
Resolution 10: Authority to allot securities for non-cash consideration purposes
Manner in which securityholder directed the proxy vote (at proxy close date) | Manner in which votes were cast in person or by proxy on a poll | ||||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | VOTES FOR | VOTES AGAINST | VOTES ABSTAIN | VOTESRESULT |
1,515,897,420 | 35,350,245 | 20,167 | 30,409,748 | 1,662,217,587 | 35,350,245 | 30,409,748 | Pass |
97.72% | 2.28% | 0.001% | N/A | 97.92% | 2.08% | N/A | |
Resolution 11: Disapplication of Pre-emption Rights (authority to allot securities for cash consideration purposes)
Manner in which securityholder directed the proxy vote (at proxy close date) | Manner in which votes were cast in person or by proxy on a poll | ||||||
VOTES FOR | VOTES AGAINST | VOTES DISCRETIONARY | VOTES ABSTAIN | VOTES FOR | VOTES AGAINST | VOTES ABSTAIN | VOTESRESULT |
1,489,618,408 | 31,178,345 | 20,167 | 31,178,345 | 1,635,938,575 | 31,178,345 | 31,178,345 | Pass |
97.95% | 2.05% | 0.001% | N/A | 98.13% | 1.87% | N/A | |
Share Consolidation
Further to the approval of Resolution 1 at the GM, the Company is proceeding with the 1 for 500 share consolidation with a record date of 6.00 p.m. (UK time) today. Following implementation of the Consolidation there will be 33,444,375 new ordinary shares of nil par value in issue ("New Ordinary Shares").
Options and warrants currently in issue will also be consolidated on the same basis and their exercise prices adjusted accordingly.
Application has been made to the London Stock Exchange for the admission of the New Ordinary Shares to trading on AIM ("Admission") and to the Johannesburg Stock Exchange for quotation on AltX. It is expected that Admission will become effective and dealings in the New Ordinary Shares commence at 8.00 a.m. on 16 July 2020. It is further expected that CREST accounts will be credited with New Ordinary Shares on 16 July 2020 and that new holdings statements (where applicable) will be despatched to security holders by no later than 24 July 2020.
Following Admission, the total issued ordinary share capital of the Company will comprise 33,444,375 New Ordinary Shares with voting rights. This figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the Company's share capital.
The New Ordinary Shares will have an ISIN of AU0000090060 and SEDOL of BM9G091.
For further information on the Company, please visit www.europametals.com or contact:
Europa Metals Ltd
Dan Smith, Non-Executive Director and Company Secretary (Australia)
T: +61 417 978 955
Laurence Read, Executive Director (UK)
T: +44 (0)20 3289 9923
Strand Hanson Limited (Nominated Adviser)
Rory Murphy/Matthew Chandler
T: +44 (0)20 7409 3494
Turner Pope Investments (TPI) Limited (Broker)
Andy Thacker/Zoe Alexander
T: +44 (0)20 3657 0050
Sasfin Capital Proprietary Limited (a member of the Sasfin group)
Sharon OwensT (direct): +27 11 809 7762
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014.