THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN, IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, CANADA, JAPAN, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION. THIS ANNOUNCEMENT SHOULD BE READ IN ITS ENTIRETY. FURTHER DETAILS OF THE FUNDRAISING ARE SET OUT BELOW.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND SHALL NOT CONSTITUTE AN OFFER TO SELL OR ISSUE OR THE SOLICITATION OF AN OFFER TO BUY, SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY NEW SHARES OF FACILITIES BY ADF PLC.
9 September 2024
Facilities by ADF plc
("Facilities by ADF", "ADF", the "Company" and together with its subsidiaries the "Group")
Result of General Meeting
Total Voting Rights
Facilities by ADF (LSE: ADF), the leading provider of premium serviced production facilities to the UK film and high-end television industry, announces that at the General Meeting of the Company held earlier today, all of the Resolutions were duly passed.
The number of votes cast for and against each of the Resolutions proposed, and the number of votes withheld were as follows:
| Resolution | Votes for* | % | Votes against | % | Votes withheld** |
| Resolution 1 (Ordinary) Authority to allot the New Shares pursuant to the Fundraising and the Acquisition | 59,552,536 | 97.61% | 1,460,515 | 2.39% | - |
| Resolution 2 (Special) Disapplication of statutory pre-emption rights in respect of the allotment of the Fundraising Shares | 59,552,536 | 97.61% | 1,460,515 | 2.39% | - |
* Any proxy arrangement which gave discretion to the Chairman has been included in the "for" totals
**A vote withheld is not a vote in law and any such votes have not been included in the votes for or against the respective Resolutions.
Following the passing of all of the Resolutions at the General Meeting, completion of the Acquisition, together with the Placing, the Retail Offer and the Sale, will take place on Admission.
Application has been made for a total of 26,915,357 new Ordinary Shares (comprising 20,000,000 Placing Shares, 5,915,357 Consideration Shares and 1,000,000 Retail Offer Shares) to be admitted to trading on AIM, with admission expected to take place at 8.00 a.m. on 10 September 2024.
Following Admission, the total number of Ordinary Shares in the capital of the Company in issue will be 107,822,776 with each Ordinary Share carrying the right to one vote. There are no Ordinary Shares held in treasury and therefore the total number of voting rights in the Company is expected to be 107,822,776.
The above figure may be used by Shareholders in the Company 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.
Capitalised terms used but not defined in this announcement have the same meanings as set out in the circular to Shareholders dated 23 August 2024.
The person responsible for arranging the release of this Announcement on behalf of the Company is Neil Evans, a Director of the Company.
For further enquiries:
| Facilities by ADF plc Marsden Proctor, Chief Executive Officer Neil Evans, Chief Financial Officer John Richards, Chairman
| via Alma
|
| Cavendish Capital Markets Limited (Nominated Adviser, Broker and Sole Bookrunner) Ben Jeynes / George Lawson - Corporate Finance Michael Johnson / Sunila de Silva / George Budd - Sales / ECM
| Tel: +44 (0)20 7220 0500
|
| Alma Strategic Communications Josh Royston Hannah Campbell Robyn Fisher | Tel: +44 (0)20 3405 0205 facilitiesbyadf@almastrategic.com |
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