Date: 15 May 2024
Gama Aviation PLC
Gama Aviation plc (AIM: GMAA)
(Gama Aviation, the Group or the Company)
Result of General Meeting
Gama Aviation announces the results of the voting on the ordinary resolution and the special resolution proposed at the General Meeting held on 15 May 2024 to approve a return of £32.6 million to Shareholders by way of a tender offer and the cancellation of admission of ordinary shares to trading on AIM.
The resolutions were duly passed. The poll results are set out below.
| Ordinary Resolution | Votes for | % | Votes against | % | Votes total | % of issued share capital | Votes withheld (Note) |
| 1 THAT the Company be and is hereby generally and unconditionally authorised for the purposes of section 701 of the Companies Act 2006 (the Act) to make one or more market purchases (within the meaning of section 693(4) of the Act) of its own ordinary shares of 1 pence each (ordinary shares) in the capital of the Company pursuant to, for the purposes of or in connection with a tender offer for ordinary shares on the terms and in accordance with the arrangements set out in the circular to the Company's Shareholders dated 29 April 2024 (the Circular) and the repurchase agreement as described in the Circular. | 52,893,093 | 99.88% | 62,167 | 0.12% | 52,955,260 | 82.72 | 29,274 |
| Special Resolutions | Votes for | % | Votes against | % | Votes total | % of issued share capital | Votes withheld (Note) |
| 2 THAT, the cancellation of the admission of the Ordinary Shares to trading on AIM, the market of that name operated by London Stock Exchange plc, be and is hereby approved. | 52,893,023 | 99.88% | 62,237 | 0.12% | 52,955,260 | 82.72 | 29,274 |
As a result of Resolution 1 having been passed, the Tender Offer is now unconditional and the offer period has come to end for the purposes of the Takeover Code. The Closing Date of the Tender Offer continues to be 1.00pm on 23 May 2024 as indicated in the Circular.
As a result of Resolution 2 having been passed, the Company is scheduled to have its trading in its shares on AIM cancelled with effect from 7.00am on 31 May 2024.
As at 6.30 p.m. on 13 May 2024, being the voting record date for the General Meeting, the Company's issued share capital consisted of 64,021,279 Ordinary Shares, carrying one vote each. Therefore, the total voting rights of the Company were 64,021,279.
The result of the General Meeting will also be made available on the Company's website: https://www.gamaaviation.com/investors/
The Board urges Shareholders to carefully read the Circular published on 29 April 2024, which provides information about the background to, and reasons for, the Tender Offer. The Circular can be found on the Company's website.
Shareholders who wish to tender their Ordinary Shares in the Tender Offer should note that the Tender Offer remains open until 1.00 p.m. on 23 May. In order to tender their Ordinary Shares, Shareholders must lodge their completed Tender Forms with the Company's receiving agent, Equiniti Limited, or submit their instructions via CREST.
Defined Terms
Defined terms in this announcement have the same meaning as in the Circular (unless otherwise specified).
For further information, contact:
Gama Aviation plc +44 125 298 4515
Marwan Khalek, Chief Executive Officer
Michael Williamson, Chief Financial Officer
Website https://www.gamaaviation.com/
Dial Partners LLP (Financial Adviser) +44 207 098 7098
Angus Russell, Partner
Sandor de Jasay, Managing Director
WH Ireland Limited (Nominated Adviser and Broker) +44 207 220 1666
James Joyce, Director
Sarah Mather, Manager
Camarco (PR) +44 203 757 4992
Geoffrey Pelham-Lane
Ginny Pulbrook
Defined Terms
Defined terms in this announcement have the same meaning as in the Circular (unless otherwise specified).
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