WANdisco Plc Result of General Meeting (2795D)
July 05 2016 - 6:05AM
UK Regulatory
TIDMWAND
RNS Number : 2795D
WANdisco Plc
05 July 2016
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, THE REPUBLIC OF IRELAND, AUSTRALIA, CANADA, JAPAN,
SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE,
PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL
5 July 2016
WANdisco plc
Result of General Meeting
All Resolutions Passed
On 10 June 2016, WANdisco plc (LSE: WAND) ("WANdisco", the
"Company" and, together with its subsidiary undertakings, the
"Group"), the leading provider of non-stop Big Data, announced the
proposed Placing of and Subscription for a total of 6,465,517 new
Ordinary Shares at 160 pence per share to raise approximately $15.0
million (GBP10.3 million) (before expenses). The Placing and
Subscription were subject, inter alia, to approval by Shareholders
of the Resolutions set out in the Notice of General Meeting.
Pursuant to the Subscription Agreement, the US investors agreed
to subscribe for an aggregate in $ whilst the Ordinary Shares are
priced in GBP. Therefore, due to movements in the $/GBP exchange
rate since 10 June 2016, the Company will be allotting an
additional 413,175 new Ordinary Shares to the subscribers pursuant
to the Subscription. The total number of new Ordinary Shares to be
allotted pursuant to the Placing and Subscription therefore will be
6,878,692 new Ordinary Shares raising in aggregate $14.6 million
(GBP11.0 million) (before expenses).
The Company is pleased to announce that all of the Resolutions
which were put to the General Meeting, which took place earlier
today, were duly passed.
The proxy voting results for the Resolutions were as
follows:
Resolution 1: ordinary resolution to authorise the Directors to
allot relevant securities
Number of Ordinary Percentage of
Shares voted Ordinary Shares
voted
------------- ------------------- -----------------
For 24,469,969 81.6%
------------- ------------------- -----------------
Against 0 0%
------------- ------------------- -----------------
Total votes
cast 24,469,969 81.6%
------------- ------------------- -----------------
Withheld* 0 0%
------------- ------------------- -----------------
Resolution 2: special resolution to approve the disapplication
of pre-emption rights
Number of Ordinary Percentage of
Shares voted Ordinary Shares
voted
------------- ------------------- -----------------
For 24,469,969 81.6%
------------- ------------------- -----------------
Against 0 0%
------------- ------------------- -----------------
Total votes
cast 24,469,969 81.6%
------------- ------------------- -----------------
Withheld* 0 0%
------------- ------------------- -----------------
*A vote withheld is not a vote in law and does not count in the
total of votes cast.
Any proxy appointments which gave discretion to the chairman of
the meeting have been included in the 'For' total.
The issued share capital of the Company eligible to vote on the
Resolutions is 29,982,198 Ordinary Shares of ten pence each.
The Placing and Subscription remain conditional, inter alia,
upon Admission. Admission is expected to become effective at 8.00
a.m. on 6 July 2016.
Terms defined in the circular dated 10 June 2016 have the same
meaning in this announcement, save where the context otherwise
requires.
The Ordinary Shares trade under the trading ticker WAND and ISIN
number JE00B6Y3DV84.
The Depositary Interests representing certain Ordinary Shares
trade under the trading ticker WAN2 and ISIN number
JE00BYPG6G89.
WANdisco plc via FTI Consulting
David Richards, Chief Executive
Officer
Paul Harrison, Chief Financial
Officer
Phil Branston, VP Corporate
Development & Investor Relations
Investec Bank plc - Nominated
Adviser Corporate Broker and
Sole Bookrunner
Christopher Baird / Dominic
Emery / +44 (0) 20
Henry Reast / Sebastian Lawrence 7597 4000
+44 (0) 20
FTI Consulting - PR Adviser 3727 1000
Matt Dixon / Rob Mindell
This Announcement or any part of it does not constitute or form
part of any offer to issue or sell, or the solicitation of an offer
to acquire, purchase or subscribe for, any securities in the United
States (including its territories and possessions, any state of the
United States and the District of Columbia). The New Ordinary
Shares have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "Securities Act") or
with any securities regulatory authority of any state or
jurisdiction of the United States, and may not be offered, sold or
transferred, directly or indirectly, in the United States except
pursuant to an exemption from, or in a transaction not subject to,
the registration requirements of the Securities Act and in
compliance with any applicable securities laws of any state or
other jurisdiction of the United States. There will be no public
offering of securities in the United States.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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