4 May 2023 07:00
4 May 2023
MJ Hudson Group Plc
("MJH" or the "Company")
Results of Extraordinary General Meeting
MJ Hudson Group plc (AIM: MJH), announces that all three of the resolutions ("Resolutions") put to shareholders at the Company's General Meeting held yesterday were duly passed.
The votes received in respect of each of the Resolutions were as follows:
Resolution | For | % | Against | %
|
1 - To approve the disposal of the Data & Analytics (which includes the Company's Investment Advisory business) and Business Outsourcing Divisions (the "Disposal")
| 139,490,897 | 97.87 | 3,031,922 | 2.13 |
2 - To approve the cancellation of the admission of the Ordinary Shares to trading on AIM (the "Cancellation")
| 139,312,904 | 97.59 | 3,435,140 | 2.41 |
3 - To approve certain amendments to the articles of association of MJ Hudson Group plc
| 139,419,488 | 97.84 | 3,082,351 | 2.16 |
Resolution 1 was proposed as an ordinary resolution. This means that, for this resolution to be passed, more than half of the votes cast (whether in person or by proxy) had to be in favour of such resolution.
Resolution 2 was proposed as a 'shareholder consent' resolution and, under the requirements of the AIM Rule 41 and article 52.2 of the Company's articles of association, this means that for this resolution to be passed, 75 per cent. or more of the votes cast had to be in favour of such resolution.
Resolution 3 was proposed as a special resolution which means that for this resolution to be passed, two thirds or more of the votes cast had to be in favour of such resolution.
Following the Company's General Meeting, Mark Pattimore and Odi Lahav have resigned as Company directors with immediate effect.
Following the passing of the Resolutions, the Company will continue to work to fulfil the other conditions to completion of the Data & Analytics Sale and it will complete following the fulfilment or waiver of the last condition. It is expected that this will occur before the end of May.
The Business Outsourcing Sale is split into four separate parcels of corporate entities, being the Guernsey parcel, the Jersey parcel, the Irish parcel and the Luxembourg parcel. The sale of each of these parcels within the Business Outsourcing Sale is subject to obtaining the Regulatory Consents relevant to that parcel and the relevant regulator not imposing adverse conditions on such Regulatory Consents.
The Cancellation was expected to occur one business day after completion of the Data & Analytics Sale and so had originally been scheduled for 12 May 2023. Given the Company now expects a short delay to completion of the Data and Analytics Sale, the timetable for the Cancellation cannot be finalised at this time but is expected to occur before the end of May. In accordance with AIM Rule 41, the Company will agree such date for Cancellation with the London Stock Exchange and update shareholders with a further announcement.
To facilitate future shareholder transactions in the Company, the Company will look to provide a matched bargain facility, although there is no guarantee that such facility can be put in place. Further details will be provided at the point of the cancellation of the admission of the Company's shares to AIM and on the Company's website.
For further information, please contact:
MJ Hudson Group plc
Geoff Miller, Executive Chairman
Cenkos Securities plc (Nomad and Broker)
Giles Balleny
Stephen Keys
Callum Davidson
+44 20 7397 8900
Buchanan (PR Adviser)
Chris Lane
Jack Devoy
+44 20 7466 5000
mjhudson@buchanan.uk.com