Last checked at 29 Mar 2021 15:45
29 March 2021
Sabien Technology Group plc
("Sabien" or the "Company")
Result of Annual General Meeting
Further re. Share Capital Consolidation
The Board of Sabien announces that at its Annual General Meeting held earlier today, all resolutions were duly passed. The proxy voting results of the resolutions proposed at the Annual General Meeting are copied below:
Resolution | Votes For1 | % of votes cast | Votes Against | % of votes cast | Votes Withheld2 | Total votes cast2 |
1. To receive the annual report and accounts
| 972,361,209
| >99.99% | 300 | 4,560,648
| 972,361,509 | |
2. To re-appoint Moore Kingston Smith as auditors of the Company
| 971,704,977
| 99.93% | 656,532 | 0.07% | 4,560,648
| 972,361,509 |
3. To re-appoint R Parris as a director of the Company3
| 520,148,995
| 99.95% | 270,300 | 0.05% | 4,564,878
| 520,419,295 |
4. To appoint R McGregor-Smith as a director of the Company4
| 972,086,822
| 99.97% | 270,457 | 0.03% | 4,564,878
| 972,357,279 |
5. To appoint E Sutcliffe as a director of the Company5 | 972,086,979
| 99.97% | 270,300 | 0.03% | 4,564,878
| 972,357,279 |
6. To approve the 300:1 share capital consolidation
| 971,429,590
| 99.86% | 1,364,892 | 0.14% | 4,127,675
| 972,794,482 |
7. To adopt the LTIP
| 971,429,590
| 99.86% | 1,364,892 | 0.14% | 4,127,675 | 972,794,482 |
8. To authorise the issue of new ordinary shares
| 971,429,590
| 99.86% | 1,364,892 | 0.14% | 4,127,675
| 972,794,482 |
9. To disapply pre-emption rights in relation to the allotment of new ordinary share
| 971,429,590
| 99.86% | 1,364,892 | 0.14% | 4,127,675 | 972,794,482 |
10. To adopt the new Articles of Association
| 972,086,822
| 99.93% | 707,660 | 0.07% | 4,127,675
| 972,794,482 |
1 "Votes For" include votes giving the Chairman discretion.
2 "Votes Withheld" are not votes in law and do not count in the number of votes counted for or against a resolution.
3 R Parris unable to vote on resolution.
4 R McGregor-Smith unable to vote on resolution.
5 E Sutcliffe unable to vote on resolution.
Share Capital Consolidation
In addition, following the passing of the resolutions at the Annual General Meeting, and conditional on Admission (as defined below) the share capital consolidation will take effect on 30 March 2021 so that every 300 existing ordinary shares of 0.01p will be consolidated into one new ordinary share of 3p ("New Ordinary Share"). Details of the share capital consolidation and effect on shareholders were set out in the announcement and Notice of Annual General Meeting sent to shareholders on 5 March 2021. Following the share capital consolidation and with effect from tomorrow, the Company's ISIN for its ordinary shares of 3p each will change to GB00BN6JG812 and the SEDOL will change to BN6JG81.
Application has been made to AIM for 14,574,260 New Ordinary Shares to be admitted to trading on AIM ("Admission"). It is expected that such Admission will become effective and that dealings will commence in the New Ordinary Shares at 8.00 a.m. on 30 March 2021.
Shareholders who hold their existing ordinary shares in uncertificated form will have their CREST accounts credited with the New Ordinary Shares on 30 March 2021. Existing share certificates will cease to be valid and new share certificates will be despatched to those shareholders who hold their shares in certificated form on or around 13 April 2021.
Total Voting Rights
With effect from Admission, the Company's issued ordinary share capital will comprise 14,574,260 of 3p each, with one voting right each. The Company does not hold any shares in treasury. Therefore, the total number of ordinary shares and voting rights in the Company is 14,574,260. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
For Further Information: Sabien Technology Group plc Richard Parris, Executive Chairman
| +44 20 7993 3700 |
Allenby Capital Limited (Nominated Adviser) John Depasquale / Nick Harriss
|
+44 203 328 5656
|
Peterhouse Capital Limited (Broker) Duncan Vasey / Lucy Williams
| +44 207 469 0930 |
The person who arranged for the release of this announcement on behalf of the Company was Richard Parris, Executive Chairman. A copy of this announcement will be available from the Company's website at www.sabien-tech.co.uk .