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Result of GM and Admission Announcement

25th Mar 2013 14:33

HELPHIRE GROUP PLC - Result of GM and Admission Announcement

HELPHIRE GROUP PLC - Result of GM and Admission Announcement

PR Newswire

London, March 25

This announcement is not for release, publication or distribution, directly orindirectly, in or into the United States, Canada, South Africa, Australia,Japan or any jurisdiction in which the same would be unlawful. Thisannouncement is not an offer of securities in the UK, the United States,Canada, South Africa, Australia, Japan or any jurisdiction in which the samewould be unlawful.

HELPHIRE GROUP PLC ("HELPHIRE" OR THE "COMPANY") RESULT OF GENERAL MEETING AND ADMISSION

At the General Meeting of the Company, duly convened and held at the offices ofBerwin Leighton Paisner LLP, St Magnus House, Lower Thames Street, London EC3R6HA on Monday 25th March 2013 at 10.00 a.m. all Resolutions were duly passed ona show of hands as follows:

Resolution 1 (Special Resolution)

Share Capital Reorganisation (and consequential amendment to Articles ofAssociation)

Resolution 2 (Ordinary Resolution)

Authority to allot shares

Resolution 3 (Special Resolution)

Disapplication of pre-emption rights

Resolution 4 (Ordinary Resolution)

Approval of Discount

Resolution 5 (Ordinary Resolution)

Approval of the Invesco Related Party Transaction

Resolution 6 (Ordinary Resolution)

Approval of the Aviva Related Party Transaction

Resolution 7 (Special Resolution)

Delisting and Admission to AIM

Resolution 8 (Special Resolution)

Amendment to Articles of Association to reflect move to AIM

Resolution 9 (Special Resolution)

Approval of New Incentive Schemes (and consequential amendments to the Articlesof

Association)

Resolution 10 (Ordinary Resolution)

Further authority to allot shares

Resolution 9 (Special Resolution)

Further disapplication of pre-emption rights

Details of proxy votes is set out below and will be available shortly at theInvestor Relations section of the Company's website.

Admission

It is expected that the 1,025,503,935 Capital Raising Shares in uncertificatedform will be credited to CREST accounts as soon as practicable after 8.00 a.m.tomorrow, 26th March 2013, and definitive share certificates in respect of theCapital Raising Shares in certificated form will be dispatched to Shareholdersby 4th April 2013. It is expected that the Capital Raising Shares taken up willcommence trading fully paid on the London Stock Exchange at 8:00 a.m. tomorrow.

Furthermore, it is also expected that the 187,396,364 Debt for Equity Shareswill commence trading fully paid on the London Stock Exchange at 8:00 a.m. on28th March 2013.

The Company also announces that, it intends to:

i) request the cancellation of the listing of the Ordinary Shares on theOfficial List to become effective at 8:00 a.m. on 25 April 2013; and

ii) submit to AIM a pre-admission announcement in accordance with Rule 2 of theAIM Rules for Companies to apply for the Ordinary Shares to be admitted totrading on AIM ("AIM Admission"). It is expected that AIM Admission will becomeeffective and dealings in the Ordinary Shares will commence on AIM at 8.00 a.m.on 25 April 2013.

Except for words and phrases specifically defined in this announcement,capitalised words and phrases shall bear the meanings given to them in theprospectus sent to Helphire Shareholders on 28 February 2013.

Enquiries:

Helphire Group 01225 321 134 Avril Palmer-Baunack, Chairman Martin Ward, Chief Executive Officer Stephen Oakley, Chief Financial Officer Cenkos Securities 020 7397 8900 Ian SoanesMax Hartley Square1 Consulting 020 7929 5599 David Bick Mark Longson Proxy Votes: In favour In favour Discretion Against Withheld Resolution Votes % Votes Votes Votes 1 175,895,777 99.91 40,029 21,910 34,901 2 175,891,575 99.91 41,047 24,606 35,389 3 175,891,375 99.91 41,047 24,606 35,589 4 175,891,719 99.91 41,391 24,606 34,901 5 80,319,510 99.79 41,547 23,014 95,608,546 6 137,179,340 99.89 41,047 55,575 38,716,655 7 175,939,519 99.91 41,535 11,563 0 8 175,813,074 99.84 41,535 138,008 0 9 174,704,254 99.25 41,047 1,187,725 59,591 10 175,861,137 99.90 41,047 34,749 55,684 11 175,880,389 99.91 41,047 15,297 55,884 12 175,883,749 99.90 41,047 31,763 36,058

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