1 Sep 2015 15:12
Tarsus Group plc
Disposal of French Business - Result of General Meeting
Tarsus Group plc ("Tarsus" or the "Company" and, together with its subsidiaries, the "Group"), the international business-to-business media group, is pleased to announce that the resolution put to the Company's shareholders ("Shareholders") at the General Meeting held earlier today (the "Resolution") was duly passed.
On 13 July 2015 the Company announced that it had reached agreement to sell 100% of Tarsus France Holdings SAS (the "French Business") to Magellan VI SAS (the "Purchaser") for a total consideration of €9.2 million (the "Disposal"). At completion of the Disposal, the Purchaser will be owned as to 50.03% by CRG Consulting SAS ("CRG") and as to 49.97% by Fonds de Consolidation et de Développement des Entreprises II. The managing director of the French Business, Romuald Gadrat, owns 80% of the share capital and voting rights of CRG, with the remaining 20% held by Claire Gadrat. By virtue of Romuald Gadrat being a director of the French Business, the Purchaser is considered to be a related party for the purposes of the Listing Rules. The Disposal, therefore, constitutes a related party transaction and was consequently subject to and conditional upon the approval of Shareholders at a general meeting. A circular was posted to Shareholders on 3 August 2015 providing Shareholders with details of the Disposal and a notice convening the General Meeting.
Following the passing of the Resolution, completion of the Disposal is expected to take place shortly.
The final proxy voting position as received by the Company in respect of the Resolution in advance of the meeting is set out below:
For (i) | Against | % share capital voted (ii) | ||||
Votes cast | Number | % shares voted | Number | % shares voted | Votes withheld (iii) | |
73,495,387 | 73,495,387 | 100% | 0 | 0% | 72% | 0 |
Notes:
(i) Any proxy appointments which gave discretion to the Chairman or the Company Secretary have been included in the 'For' total.
(ii) The Company's issued ordinary share capital at 1 September 2015 comprises 101,749,351 Ordinary Shares.
(iii) A 'Vote Withheld' is not counted towards the votes cast 'For' or 'Against' a resolution.
A copy of the Resolution passed at the General Meeting has been submitted to the National Storage Mechanism and will shortly be available for inspection at www.hemscott.com/nsm.do
For further information contact:
Tarsus Group plc
Douglas Emslie, Group Managing Director | 020 8846 2700 |
Dan O'Brien, Group Finance Director |
IR Focus
Neville Harris | 07909 976044 |
Investec Bank plc (Financial Adviser and Broker)
Chris Sim | 020 7597 4000 |
David Anderson |