Notice of AGM

RNS Number : 6075G

YOLO Leisure & Technology PLC

05 March 2018

 

YOLO Leisure and Technology plc

("YOLO" or the "Company")

Share Capital Reorganisation

Notice of AGM

The Company announces that its Annual General Meeting ("AGM") will be held Third Floor, New Liverpool House, 15 Eldon Street, London, EC2M 7LD at 11.00 a.m. on 28 March 2018.  A circular containing notice of the AGM has been posted to shareholders and will be available shortly on the Company's website at www.yoloplc.com.

Under the Companies Act 2006, a company is unable to issue shares at a subscription price which is less than the par value of shares of the same class. This means that, as the par value of the ordinary shares is currently 1 penny, the Company could not issue ordinary shares at a price of less than 1 penny per ordinary share.  On 28 February 2018 (being the last practicable time prior to the publication of the circular) the mid-market closing price of the Company's existing ordinary shares of 1p each was 0.42 pence. Unless the market price of the Company's ordinary shares increases to at least 1 penny, it will not possible for the Company to raise new equity capital.

In addition, the Company's directors consider that it is in the best interests of the Company's long term development as a listed company to have a smaller number of shares in issue, so that the Company's ordinary shares are traded in amounts of at least 1 penny (rather than fractions of a penny).

Accordingly resolutions will be proposed at the AGM to seek approval for a share consolidation and subdivision which will result in YOLO shareholders receiving one new ordinary share of 0.01p each in YOLO ("New 0.01p Ordinary Share") in exchange for every ten existing ordinary shares of 1p each ("Existing Ordinary Shares").  Following completion of the share capital reorganisation, the total issued ordinary share capital of the Company will be 44,132,276 New 0.01p Ordinary Shares, each with voting rights. 

Application will be made for the New 0.01p Ordinary Shares to be admitted to trading on AIM.  Admission is expected to occur on or around 29 March 2018.

The Company's annual report and financial statements for the year ended 30 September 2017 were published and circulated to shareholders previously and are available of the Company's website.

YOLO Leisure and Technology plc
Simon Robinson	[e-mail]
Cairn Financial Advisers LLP
Sandy Jamieson, Emma Earl	Tel: [phone]
Peterhouse Corporate Finance Limited (Sole broker)
Duncan Vasey / Lucy Williams	Tel: +  44 20 7220 9797
Walbrook PR Ltd	Tel: [phone] or [e-mail]
Paul McManus	Mob: [phone]
Sam Allen	Mob: [phone]

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

The following is the expected timetable of principal events in relation to the proposed share capital reorganisation.

Latest time and date for receipt of forms of proxy for use at the annual general meeting	11.00 a.m. on 26 March 2018
Share capital reorganisation record date	Close of business on 26 March 2018
Annual general meeting	11.00 a.m. on 28 March 2018
Crediting of CREST accounts with the New 0.01p Ordinary Shares	8.00 a.m. on 29 March 2018
Definitive share certificates (where applicable) expected to be despatched	by no later than 31 March 2018

KEY STATISTICS

Number of Existing Ordinary Shares in issue	441,322,758
Share consolidation ratio	10:1
Number of New 0.01p Ordinary Shares in issue following the share capital reorganisation	44,132,276
Number of A Deferred Shares to be issued pursuant to the share capital reorganisation	44,132,276
SEDOL of the Existing Ordinary Shares	B6TG6Y6
SEDOL of the New 0.01p Ordinary Shares	BFX2VL5
ISIN for the New 0.01p Ordinary Shares	GB00BFX2VL54

 

END

 

 

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