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Result of General Meeting

5 Mar 2018 11:58

RNS Number : 7045G
Hogg Robinson Group PLC
05 March 2018
 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

5 March 2018

Hogg Robinson Group plc ("Hogg Robinson Group" or the "Company")

Result of General Meeting

The Board of Hogg Robinson Group is pleased to announce that the resolution proposed at the General Meeting held earlier today, seeking approval for the disposal of the Company's Fraedom business, as described in the circular to the Shareholders dated 9 February 2018 (the "Circular"), was duly passed by Shareholders.

Details of the proxy votes received prior to the General Meeting were as follows:

Votes for

Votes against

Votes withheld

 

239,361,568

99.98%

4,000

0.02%

0

 

Please note that a "vote withheld" is not a vote under English Law and is not counted in the calculation of votes "for" and "against" a resolution. The total number of shares in issue as at 6 p.m. on 2 March 2018, being the last practicable business day prior to the General Meeting, was 327,654,559 Ordinary Shares.

In accordance with Listing Rule 9.6.2, copies of the Resolution passed at the General Meeting will be submitted to the National Storage Mechanism and will shortly be available for inspection at: http://www.morningstar.co.uk/uk/NSM

Completion of the Disposal is expected to occur on or around 7 March 2018.

Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as set out in the Circular.

Enquiries

Hogg Robinson Group plc +44 (0)1256 312 600

David Radcliffe, Chief Executive Officer

Michele Maher, Chief Financial Officer

Angus Prentice, Head of Investor Relations

Rothschild (Hogg Robinson's Sponsor and Financial Adviser)  +44 (0)20 7280 5000

Ravi Gupta

Edward Duckett

Investec Bank plc (Hogg Robinson's joint corporate broker) +44 (0)20 7597 5970

Sara Hale

Rob Baker

Peel Hunt (Hogg Robinson's joint corporate broker) +44 (0)20 7418 8900

Mike Bell

Charles Batten

FTI Consulting (Hogg Robinson's PR adviser) +44 (0)20 3727 1340

John Waples

Alex Le May

Important Information

Rothschild, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for the Company and for no one else in connection with the matters described in this announcement.

Save for the responsibilities and liabilities, if any, of Rothschild under FSMA or the regulatory regime established under FSMA, Rothschild assumes no responsibility whatsoever and makes no representations or warranties, express or implied, in relation to the contents of this announcement, including its accuracy, completeness or verification or for any other statement made or purported to be made by the Company, or on the Company's behalf, or by Rothschild, or on its behalf, and nothing contained in this announcement is, or shall be, relied on as a promise or representation in this respect, whether as to the past or the future, in connection with the Company or the Fraedom Sale. Rothschild accordingly disclaims to the fullest extent permitted by law all and any responsibility and liability whether arising in tort, contract or otherwise which it might otherwise be found to have in respect of this announcement or any such statement.

Investec, which is authorised by the Prudential Regulation Authority and regulated in the UK by the FCA and the Prudential Regulation Authority, is acting exclusively for the Company and for no-one else in connection with the matters set out in this announcement and will not regard any other person as its client in relation to the matters referred to in this announcement and will not be responsible to anyone other than Company for providing the protections afforded to clients of Investec nor for providing advice in relation to the Disposal or any other matter or arrangement referred to in this announcement.

Peel Hunt, which is authorised and regulated in the UK by the FCA, is acting exclusively for the Company and for no-one else in connection with the matters set out in this announcement and will not regard any other person as its client in relation to the matters referred to in this announcement and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Peel Hunt nor for providing advice in relation to the Acquisition or any other matter or arrangement referred to in this announcement.

This announcement contains statements which are, or may be deemed to be, "forward-looking statements" which are prospective in nature. All statements other than statements of historical fact are forward-looking statements. They are based on current expectations and projections about future events, and are therefore subject to risks and uncertainties which could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements. Often, but not always, forward-looking statements can be identified by the use of forward-looking words such as "plans", "expects", "is expected", "is subject to", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates", "believes", "targets", "aims", "projects" or words or terms of similar substance or the negative thereof, are forward-looking statements, as well as variations of such words and phrases or statements that certain actions, events or results "may", "could", "should", "would", "might" or "will" be taken, occur or be achieved. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations. Forward-looking statements include statements relating to (a) future capital expenditures, expenses, revenues, earnings, economic performance, indebtedness, financial condition, dividend policy, losses and future prospects, (b) business and management strategies and the expansion and growth of Hogg Robinson Group's operations, and (c) the effects of global economic conditions on Hogg Robinson Group's business.

Such forward-looking statements involve known and unknown risks and uncertainties that could significantly affect expected results and are based on certain key assumptions. Many factors may cause actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Important factors that could cause actual results, performance or achievements of the Company to differ materially from the expectations of the Company, include, among other things, general business and economic conditions globally, industry trends, competition, changes in government and other regulation and policy, including in relation to the environment, health and safety and taxation, labour relations and work stoppages, interest rates and currency fluctuations, changes in its business strategy, political and economic uncertainty and other factors. Such forward-looking statements should therefore be construed in light of such factors.

Neither the Company nor any of its directors, officers or advisers provides any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this announcement will actually occur. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as at the date hereof.

Other than in accordance with its legal or regulatory obligations (including under the Listing Rules, MAR and the Disclosure Guidance and Transparency Rules), the Company is not under any obligation and the Company expressly disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

References to "£", "GBP", "pounds", "pounds sterling", "sterling", "p", "penny" and "pence" are to the lawful currency of the United Kingdom.

Certain data in this announcement has been rounded. As a result of this rounding, the totals of data presented in this announcement may vary slightly from the actual arithmetic totals of such data.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
ROMFKPDPDBKDANK
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