Victoria PLC Result of EGM (8925L)
09 Julho 2014 - 11:13AM
UK Regulatory
TIDMVCP
RNS Number : 8925L
Victoria PLC
09 July 2014
9 July 2014
Victoria PLC
('Victoria' or the 'Company')
Results of General Meeting
Victoria PLC, (LSE: VCP) the international designers,
manufacturers and distributors of floorcoverings, is pleased to
announce that all resolutions were duly passed at the General
Meeting held today.
As a result a special dividend of GBP2.92 per Existing Ordinary
Share ("Special Dividend"), announced on 23 June 2014, will be paid
on 25 July 2014 to shareholders on the register as at 18 July
2014.
Commenting on the General Meeting, Andrew Harrison, Senior
Independent Non-Executive Director of Victoria PLC, said: "The
Board is pleased that such an overwhelming number of shareholders
have voted in favour of the resolutions and look forward to further
building the business as well as delivering additional returns to
shareholders in the future."
In February 2013 Victoria's shareholders approved the terms of a
contract for differences which was subsequently entered into by the
Company on 19 April 2013 (the "Contract"). The payment of the
Special Dividend will entitle Camden Holdings Limited ("Camden"),
the owner of the Contract to terminate the Contract, which will
oblige the Company to make a cash payment pursuant to the terms of
the Contract ("Cash Amount"). Camden is a company owned by The
Camden Trust of which Mr. Wilding, Executive Chairman, is the
settlor and a discretionary beneficiary. Camden has agreed with the
Company that, upon termination of the Contract, it will, upon
exercise of the call option under the Conditional Option Agreement,
re-invest the entire cash amount in subscribing for New Ordinary
Shares. This will result in the issue of 7,087,730 New Ordinary
Shares to Camden, which will represent 50.00% of the enlarged
issued share capital of the Company. Camden is considered by the
Panel to be acting in concert with the existing Concert Party (the
"Wider Concert Party"). The issue of the New Ordinary Shares will
result in the Wider Concert Party having an aggregate interest in
8,683,281 Ordinary Shares representing 61.26% of the Enlarged
Issued Share Capital.
Details of the existing Concert Party and the Wider Concert
Party together with their existing shareholdings in the Company and
the expected percentage of the Enlarged Share Capital which they
will hold immediately following the issue of the New Ordinary
Shares are set out in the table below.
Number Existing New Ordinary New Ordinary Total Total
of existing Ordinary Shares Shares number Ordinary
Ordinary Shares as a of Ordinary Shares
Shares as % % of Shares as a
of existing the Enlarged following % of
issued Share issue Enlarged
share Capital of the Share
capital New Ordinary Capital
Shares
------------------ ------------- ------------- ------------- -------------- -------------- ----------
Concert Party 1,595,551 22.51% - - 1,595,551 11.26
------------------ ------------- ------------- ------------- -------------- -------------- ----------
Camden - - 7,087,730 50.00% 7,087,730 50.00
------------------ ------------- ------------- ------------- -------------- -------------- ----------
Geoffrey Wilding - - - - - -
------------------ ------------- ------------- ------------- -------------- -------------- ----------
Wider Concert
Party* 1,595,551 22.51% 7,087,730 50.00% 8,683,281 61.26
------------------ ------------- ------------- ------------- -------------- -------------- ----------
*existing concert party, Geoffrey Wilding and Camden.
The results of the poll on the resolutions are as follows:
Ordinary
In Favour Against 25P Withheld
Resolution Vote % Items Votes % Items Votes Items
1 4,993,246 99.76 88 11,857 0.24 6 1,000 1
2 3,613,230 99.70 70 10,857 0.30 5 1,000 1
3 4,999,221 99.89 90 5,745 0.11 2 1,137 3
4 5,006,403 99.96 95 2,000 0.04 1 1,000 1
5 4,994,131 99.67 87 10,745 0.21 4 1,227 4
Full details of the resolutions passed, together with the
related background and explanatory notes, are set out in the
Circular which is available on the Company's website at
www.victoriaplc.com. All definitions contained in this announcement
have the same meaning as those defined in the Circular.
For more information contact:
Victoria PLC +44 (0) 15 6274
Geoff Wilding 9300
Cantor Fitzgerald Europe
Rick Thompson, David Foreman (Corporate
finance) +44 (0) 20 7894
Richard Redmayne (Corporate broking) 7000
MHP
Nick Denton +44 (0) 20 3128
Vicky Watkins 8100
This information is provided by RNS
The company news service from the London Stock Exchange
END
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