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Result of General Meeting

6 Sep 2019 13:17

RNS Number : 5449L
Cellcast plc
06 September 2019
 

6 September 2019

Cellcast plc

("Cellcast" or the "Company")

 

Result of General Meeting

 

Cellcast plc announces that, at the General Meeting ("GM") of the Company, held earlier today, all resolutions were duly passed. Accordingly, the disposal of Cellcast UK Limited to Com & Tel Media Limited (the "Disposal") and change of the Company's name to Vintana plc, have been approved.

 

Effect of the Disposal

 

Following the passing of the resolutions at the GM, the Disposal has now been completed. As a result, the Company is now deemed to have become an AIM Rule 15 Cash Shell. As such, the Company will be required to make an acquisition or acquisitions which constitutes a reverse takeover under AIM Rule 14 (including seeking re-admission as an investing company (as defined under the AIM Rules)) on or before the date falling six months from today's date, or be re-admitted to trading on AIM as an investing company under AIM Rule 8 (which requires the raising of at least £6 million in cash via an equity fundraising on, or immediately before, re-admission). Failing which, the Company's ordinary shares would then be suspended from trading on AIM pursuant to AIM Rule 40. Admission to trading on AIM would be cancelled six months from the date of suspension should the reason for the suspension not have been rectified pursuant to AIM Rule 41.

 

Resignation of Directors

 

As set out in the Company's circular dated 20 August 2019 ("Circular"), as the Disposal has now completed, Craig Gardiner, Emmanuelle Guicharnaud and Bertrand Folliet have resigned as Directors of the Company with immediate effect. Following these departures, the Board consists of Michael Neville as Chairman and Sam Malin, who is assuming the role as Executive Director whilst the Company is a cash shell.

 

Strategy for the Company

 

As set out in the Circular, the Company's proposed strategy will be to acquire one or more companies and/or projects which are either cash flow generative or show significant potential for growth and a profitable exit.

 

Leveraging their knowledge and contacts, the Directors will seek to identify suitable investment and/or acquisition opportunities. At this stage, the Directors would not seek to exclude any particular sector or jurisdiction.

 

In selecting suitable investment and/or acquisition opportunities, the Directors will consider various factors relevant to an opportunity, including the:

 

·; ease with which capital can be raised to meet the working capital requirements both initially and in the future;

 

·; growth potential and outlook for future cash generation;

 

·; likely resulting liquidity in the Company's shares following acquisition(s);

 

·; short, medium and longer term exit strategies for shareholders;

 

·; possible synergies with knowledge and contacts of the Directors; and

 

·; suitability for a public listing, either on AIM or another recognised market in the UK.

 

Change of name

 

The change of the Company's name to Vintana plc will be effective once Companies House has issued a certificate of incorporation on change of name, which is expected to occur shortly. A further announcement will be made once this has become effective. The Company's tradable instrument display mnemonic ("TIDM") on AIM will change to VITA at 7:00 a.m. on the day following the change of name.

 

For further information:

 

Cellcast plc

Mike Neville, Chairman

Tel: +44 7775 606 175

www.cellcast.tv

Allenby Capital Limited (Nominated Adviser)

Nick Naylor/James Reeve

Tel: +44 (0) 20 3328 5656

 

END

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
 
END
 
 
RAGUGUAGBUPBGPQ
Date   Source Headline
25th Jun 20204:40 pmRNSCompany update and statement re annual results
27th Apr 20207:00 amRNSChange of Registered Office
9th Mar 20207:30 amRNSSuspension - Vintana Plc
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21st May 201910:45 amRNSUpdate on overseas consulting services
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5th Jan 201811:00 amRNSUpdate on investment in the Lexinta fund
7th Dec 201712:00 pmRNSUpdate on the Lexinta fund and trading
13th Nov 20177:00 amRNSUpdate re Lexinta Fund and trading update
25th Sep 20177:00 amRNSHalf-year Report
7th Aug 20177:00 amRNSDirectorate Change
27th Jul 20177:00 amRNSNew supplier agreement
4th Jul 20177:00 amRNSDirectorate Changes
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25th May 20179:45 amRNSHolding(s) in Company
24th May 20177:00 amRNSFinal Results
25th Jan 20173:20 pmRNSHolding(s) in Company
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27th Sep 20167:00 amRNSHalf-year Report
30th Jun 20161:19 pmRNSResult of AGM
26th May 201612:15 pmRNSHolding in Company
25th May 20167:00 amRNSFinal Results
28th Sep 20151:00 pmRNSHalf Yearly Report
17th Aug 20159:26 amRNSStatement re press speculation and price movement
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2nd Jun 20157:00 amRNSFinal Results
6th Mar 20153:00 pmRNSCancellation of joint venture
16th Jan 20151:05 pmRNSRenegotiation of bandwidth commitments
13th Oct 20141:45 pmRNSHolding(s) in Company
25th Sep 20147:00 amRNSHalf Yearly Report
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