14 Dec 2023 14:16
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION
FOR IMMEDIATE RELEASE
14 December 2023
THE QUARTO GROUP INC.
(the "Company")
Result of Special Meeting
At the special meeting of the Company's shareholders held earlier today to approve the cancellation of the shares of common stock of the Company, with a par value of US$0.10 each in the capital of the Company ("Common Shares") from admission to the premium segment of the Official List of the Financial Conduct Authority and to trading on the London Stock Exchange's Main Market for listed securities, the proposed resolution as set out in the Notice of Special Meeting was passed.
The resolution is detailed in full in the Notice of Special Meeting dated 30 November 2023. The following table summarises the final aggregate proxy votes received:
In Favour | % In Favour | Against | % Against | % of Issued Share Capital Voted | Abstained |
34,640,930 | 98.21 | 632,919 | 1.79 | 86.27 | 8,000 |
Furthermore, of the votes attaching to the Common Shares of Independent Shareholders (being any shareholders who do not exercise or control, on their own or together or with any person with whom they are acting in concert, 30% or more of the votes able to be cast at a general meeting), the voting results are 14,162,924 Common Shares in favour and 632,919 Common Shares against, with 8,000 Common Shares abstaining.
This announcement should be read in conjunction with the full text of the circular dated 30 November 2023 ("Circular"), and capitalised terms used but not otherwise defined in this announcement bear the meanings ascribed to them in the Circular.
The person responsible for releasing this announcement on behalf of the Company is Michael Clarke, the Company Secretary.
The Company confirms that, as at today's date, it is expected that:
· the last day of dealings in the Company's Common Shares on the Main Market will be 17 January 2024; and
· cancellation of the listing of Company's Common Shares on the Official List will take effect from 8.00 a.m. 18 January 2024, being not less than 20 Business Days from the date of the Special Meeting.
A copy of the duly passed Resolution will be submitted to the National Storage Mechanism and available shortly at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
For further information, please contact:
The Quarto Group Inc. | |
Daniel Logan, Group Finance Director | +44 (0)20 7700 6700 |
Michael Clarke, Company Secretary | |
About The Quarto Group
Quarto creates a wide variety of books and intellectual property products, with a mission to inspire life's experiences. Produced in many formats for adults, children and the whole family, our products are visually appealing, information rich and stimulating.
Quarto encompasses a diverse portfolio of imprints and businesses that are creatively independent and expert in developing long-lasting content across specific niches of interest.
Quarto sells and distributes its products globally in over 50 countries and 40 languages, through a variety of sales channels, partnerships and routes to market. The group was founded in London in 1976. It is domiciled in the US and listed on the London Stock Exchange.
Forward-looking statements
This announcement contains statements about the Company that are or may be "forward-looking statements". All statements, other than statements of historical facts, included in this announcement may be forward-looking statements. Without limitation, any statements preceded or followed by, or that include, the words "targets", "plans", "believes", "expects", "aims", "intends", "will", "may", "should", "anticipates", "estimates", "projects" or words or terms of similar substance, or the negative thereof, are forward-looking statements. These forward-looking statements are not guarantees of future performance and have not been reviewed by the auditors of the Company. They appear in a number of places throughout this announcement and include statements regarding the intentions, beliefs and current expectations of the Company or the Directors concerning, amongst other things, the results of operations, financial condition, liquidity, prospects, growth and strategies of the Company and the industry in which the Group operates.
These forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any results, performance or achievements expressed or implied by such forward-looking statements. These forward-looking statements are based on numerous assumptions regarding the present and future business strategies of the Company and the environment in which it will operate in the future.
Past performance is not a guarantee of future performance. Investors should not place undue reliance on such forward-looking statements and, save as is required by law or regulation, the Company does not undertake any obligation to update publicly or revise any forward-looking statements (including to reflect any change in expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based). All subsequent forward-looking statements attributed to the Company or any persons acting on its behalf are expressly qualified in their entirety by the cautionary statement above. All forward-looking statements contained in this announcement are based on information available to the Directors of the Company at the date of this announcement, unless some other time is specified in relation to them, and the posting or receipt of this announcement shall not give rise to any implication that there has been no change in the facts set forth herein since such date.