Result of Extraordinary General Meeting

RNS Number : 3001U

Assura Group Limited

14 October 2014

 



14 October 2014

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED IN IT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, CANADA, JAPAN, NEW ZEALAND, HONG KONG SPECIAL ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA OR THE REPUBLIC OF SOUTH AFRICA (THE "EXCLUDED TERRITORIES") AND SHOULD NOT BE DISTRIBUTED IN, FORWARDED TO OR TRANSMITTED INTO THOSE COUNTRIES OR INTO ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OF LOCAL SECURITIES LAWS OR REGULATIONS.

CAPITALISED TERMS USED IN THIS ANNOUNCEMENT HAVE THE MEANINGS GIVEN TO THEM IN THE PROSPECTUS.

Assura Group Limited

("Assura" or the "Company")

Results of Extraordinary General Meeting

In connection with the Prospectus published by Assura on 24 September 2014 in respect of the Share Issue, the Board is pleased to announce that at the Company's Extraordinary General Meeting held at 11.00 a.m. today, the Resolutions set out within the Notice of Extraordinary General Meeting at pages 174 and 175 of the Prospectus were each duly passed on a show of hands.

Details of the proxies from Shareholders in respect of each Resolution are set out below:

Resolution	For		Against		Withheld
	Number	%	Number	%	Number
1	440,256,519	99.92	331,752	0.08	244,650
2	338,721,739	93.94	21,866,532	6.06	80,244,650

Notes:

1. Percentages are expressed as a proportion of the total votes cast (which does not include votes withheld).

2. A "vote withheld" is not a vote in law and is not counted in the calculation of the proportion of the votes "for" and "against" a resolution.

3. Any proxy appointments which gave discretion to the Chairman have been included in the "For" totals.

The voting figures will also be displayed shortly on the Group's website www.assuragroup.co.uk.

In accordance with paragraph 9.6.2 of the Listing Rules, two copies of the Resolutions will be submitted to the UK Listing Authority and will shortly be available for inspection at the FCA document viewing facility: http://www.morningstar.co.uk/uk/NSM.

The Share Issue remains conditional, inter alia, upon:

i.      Admission occurring on or before 8.00 a.m. on 15 October 2014 (or such later date as the Company, Liberum and Oriel may agree, being not later than 22 October 2014); and

ii.     the Sponsor and Underwriting Agreement becoming or being declared unconditional in all respects and not having been terminated in accordance with its terms prior to Admission.

Admission is expected to take place at 8.00 a.m. on 15 October 2014.

Following Admission, the number of Ordinary Shares that the Company has in issue will be 988,065,993. The total number of voting rights of the Company will be 988,065,993 and this figure may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to, their interest in the Company under the Disclosure and Transparency Rules of the FCA. No shares are held in treasury.

Unless otherwise defined, the terms used in this announcement shall have the same meaning as set out in the prospectus published by Assura and sent to Shareholders on 24 September 2014 (the "Prospectus"), copies of which are available on the Company's website at www.assuragroup.co.uk.

For further information please contact:

Assura Group Limited                                    Tel: [phone]

Graham Roberts

Jonathan Murphy

Carolyn Jones

Oriel Securities Limited                                 Tel: [phone]

Mark Young

Roger Clarke

Stewart Wallace

Tom Yeadon

Liberum Capital Limited                                    Tel: [phone]

Peter Tracey      

Richard Crawley

Tom Fyson

Jamie Richards

Important Notice

This announcement, and the Prospectus and any materials distributed in connection with this announcement or the Prospectus are not directed to, or intended for distribution to or use by, any person or entity that is a citizen or resident or located in any Excluded Territory where such distribution, publication, availability or use would be contrary to law or regulation which would require any registration or licensing within such jurisdiction.

The release, publication or distribution of this announcement in certain jurisdictions may be restricted by law and therefore persons in such jurisdictions into which this announcement is released, published or distributed should inform themselves about and observe such restrictions. Persons who are not resident in the United Kingdom should inform themselves of, and observe, any applicable restrictions.

Liberum Capital Limited ("Liberum") and Oriel Securities Limited ("Oriel") (together, the "Sponsors") are both regulated and authorised in the United Kingdom by the FCA. The Sponsors are acting exclusively for the Company and for no one else in connection with the Share Issue and will not regard any person (whether or not a recipient of this announcement or the Prospectus) as a client in relation to the Share Issue and will not be responsible to anyone other than the Company for providing the protections afforded to clients of the Sponsors for providing advice in relation to the Share Issue, the contents of this announcement and the accompanying documents or any matters or arrangements referred to herein or therein.

Neither the content of the Company's website (or any other website) nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.

This announcement has been prepared for the purposes of complying with applicable law and regulation in the United Kingdom and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws and regulations of any jurisdiction outside of the United Kingdom.

 

END

 

 

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