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31 March 2025
Agriterra Limited
('Agriterra' or the 'Company')
Agriterra Limited / Ticker: AGTA / Index: AIM / Sector: Agriculture
Result of General Meeting
Agriterra Limited, the AIM-quoted African agricultural company, advises that both resolutions, as proposed in the Notice of General Meeting published on 10 March 2025, were passed at the General Meeting held today.
Capitalised terms used but not defined in this announcement shall have the same meaning given to such terms in the circular posted to shareholders by the Company on 10 March 2025 (the "Circular").
Voting results
Resolution 1 was proposed as an ordinary resolution and resolution 2 as a special resolution. The votes cast in respect of each resolution are as follows:
RESOLUTION | Votes For* | % | Votes Against | % | Total Votes Cast | Votes withheld** |
1. The disposal of the Mozambique Agricultural Business | 52,975,191
| 99.99 | 4,962 | 0.01 | 52,980,153
| 0 |
2. Change of company name to "PACSCo Limited" | 52,974,912
| 99.99 | 5,241 | 0.01 | 52,980,153
| 0 |
*Includes those in relation to which the Chair was given discretion.
** A vote withheld is not a vote in law and is not counted in the calculation of the percentage of shares voted "For" and "Against" any resolution.
It is noted that, had Chepstow abstained from voting, resolution 1 would still have passed with a vote of 99.97% in favour.
Further information
As noted in the Circular, the consideration for the Disposal will be satisfied by Chepstow:
· irrevocably releasing the Company from its obligations in relation to the CIL-AGTA Debt, which as at today's date totals approximately US$15.1 million;
· paying the costs associated with the Disposal, estimated to be approximately £80,000;
· settle the Company's outstanding trade creditors, estimated to be approximately £170,000; and
· providing the Company with the up to £750,000 Working Capital Facility (together, the "Consideration").
Completion of the Disposal is expected to take place within two (2) months of the General Meeting. In this interim period pending completion of the Disposal, the Company will not be responsible for the funding or day-to-day management of the Mozambique Agricultural Business, nor be entitled to any cashflow derived from it. Indicatively, if the Disposal completes on 31 May 2025, the value of the CIL-AGTA Debt (and therefore the major component of the Consideration) at that point is anticipated to be US$15.4m.
Following completion of the Disposal, the Company will continue to be quoted on AIM as an AIM Rule 15 cash shell which the Directors hope will provide opportunities to create and deliver enhanced shareholder returns. A further announcement will be made upon completion.
Change of Name
The change of name will become effective once the Guernsey Registrar of Companies issues a certificate of name change, which should complete within 14 (fourteen) days of the submission of the change of name application to the Guernsey Registry, which is intended to be made shortly. The tradeable instrument display mnemonic ("TIDM") of the Company is expected to change to "PACS" around the same time as announcing that the name change has become effective. A further announcement will be made in this regard.
** ENDS **
For further information please visit www.agriterra-ltd.com or contact:
Agriterra Limited | Caroline Havers
|
Strand Hanson Limited
| Ritchie Balmer / James Spinney +44 (0) 207 409 3494 |
Peterhouse Capital Limited Broker | Duncan Vasey / Heena Karani +44 (0) 207 469 0930 |
| |
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