Result of General Meeting

RNS Number : 0984W

Lookers PLC

22 July 2009

 



THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY OF THEIR RESPECTIVE TERRITORIES OR THE UNITED STATES ('RESTRICTED JURISDICTIONS'). NOTHING IN THIS ANNOUNCEMENT IS AN OFFER OF SECURITIES FOR SALE IN OR INTO THE UNITED STATES OR ANY OTHER RESTRICTED JURISDICTION OF ANY SECURITIES REFERENCED HEREIN. SUCH SECURITIES MAY NOT BE OFFERED OR SOLD IN OR INTO THE UNITED STATES ABSENT REGISTRATION OR AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT. NO PUBLIC OFFERING OF THE SECURITIES IS BEING OR WILL BE MADE IN OR INTO THE UNITED STATES. 

Lookers plc

22 July 2009

Result of general meeting

The Board of Directors of Lookers plc ('Lookers' or 'the Company') announces that all of the resolutions (the 'Resolutions') put forward at today's General Meeting were passed. A summary of the votes received in respect of the Resolutions is set out below.

Total number of Ordinary Shares of 5 pence in the capital of the Company ('Ordinary Shares') in issue: 181,670,573. Total number of shareholders voting: 195 representing approximately 113.1 million Ordinary Shares amounting to approximately 62.2% of the issued ordinary share capital.

Resolution	Shares For	Shares Against	Shares Withheld
1: Approve the Firm Placing and Placing and Open Offer of 201,856,192 New Ordinary Shares and other related matters	111,729,725	861,530	462,796
2: Approve the subscription by Tony Bramall and/or his associates (*)	71,200,885	774,030	41,079,136
3: Approve the subscription by Trefick (*)	72,708,861	778,030	39,567,160

*: In accordance with their respective irrevocable undertakings not to vote, the votes of Tony Bramall and Trefick Limited are included in the vote withheld boxes for resolutions 2 and 3 respectively.

Commenting, Phil White, the Chairman of Lookers, said: 

'We are delighted with the result from today's General Meeting and would like to thank existing shareholders and new institutional investors for their support. 

This improved capital structure will provide significant flexibility to enable the Group to pursue its development strategy and we look forward to consolidating our position as one of the UK's leading motor retail and distribution groups.' 

Further details of the Resolutions were set out in a combined prospectus and circular sent to Shareholders on 3 July 2009 (the 'Prospectus').

The voting figures will also be displayed shortly on the Company's corporate website: www.lookers.co.uk

In accordance with the UK Listing Authority rules, copies of the Resolutions will shortly be available for inspection at the Financial Services Authority's Document Viewing Facility which is situated at: the Financial Services Authority, 25 The North Colonnade, Canary Wharf, London E14 5HS.

The Firm Placing and Placing and Open Offer remain conditional upon the Placing Agreement becoming unconditional in all respects.

It is expected that admission of the New Ordinary Shares to the Official List and to trading on the London Stock Exchange's main market and commencement of dealings in New Ordinary Shares will become effective at 8.00am on 23 July 2009.

Capitalised terms in this announcement have the same meaning as in the Prospectus. 

ENQUIRIES: 

Lookers plc	[phone]
Phil White
Ken Surgenor
Peter Jones
Robin Gregson
Rothschild (Financial Adviser and Joint Sponsor)
Richard Bailey	[phone]
Adam Young	[phone]
Numis (Lead Underwriter, Joint Broker, Joint Sponsor and sole bookrunner)	[phone]
Chris Wilkinson
Oliver Cardigan
KBC Peel Hunt (Joint Underwriter and Joint Broker)
Julian Blunt	[phone]
Matt Goode
Hudson Sandler (Public Relations Adviser)	[phone]
Andrew Hayes
Kate Hough

Important notice:

This announcement has been issued by and is the sole responsibility of Lookers. 

N M Rothschild & Sons Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting as joint sponsor and financial adviser to the Company in connection with the Firm Placing and Placing and Open Offer and will not be responsible to any person other than the Company for providing the protections afforded to its customers, or for advising any such person on the contents of this announcement or any other transaction, arrangement or matter referred to herein. 

Numis Securities Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting as joint sponsor, joint broker and lead underwriter in connection with the Firm Placing and Placing and Open Offer and will not be responsible to any person other than the Company for providing the protections afforded to its customers, or for advising any such person on the contents of this announcement or any other transaction, arrangement or matter referred to herein. 

KBC Peel Hunt, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting as joint underwriter and joint broker in connection with the Firm Placing and Placing and Open Offer and will not be responsible to any person other than the Company for providing the protection afforded to its customers, or for advising any such person or the contents of this announcement or any other transaction, arrangement or matter referred to herein. 

This announcement is an advertisement. It is not a prospectus and investors should not subscribe for or purchase any shares referred to in this announcement except on the basis of information contained in the Prospectus. The Prospectus is available on Lookers' website and is available for inspection at the UK Listing Authority's announcement viewing facility. 

This announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to acquire New Ordinary Shares, nor shall it (or any part of it), or the fact of its distribution, form the basis of, or be relied on in connection with or act as any inducement to enter into, any contract or commitment whatsoever with respect to the proposed Firm Placing and Placing and Open Offer or otherwise. 

The information in this announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The securities mentioned herein have not been, and will not be, registered under the Securities Act. The securities mentioned herein may not be offered or sold in the United States except pursuant to an exemption form the registration requirements of the Securities Act. There will be no public offer of securities in the United States. 

The distribution of this announcement in certain jurisdictions may be restricted by law and such distribution could result in violation of the laws of such jurisdictions. In particular, this announcement is not for distribution in or into any of the Restricted Jurisdictions. 

The information in this announcement may not be forwarded or distributed to any other person and may not be reproduced in any manner whatsoever. Any forwarding, distribution, reproduction or disclosure of this information in whole or in part is unauthorised. Failure to comply with this restriction may result in a violation of the Securities Act or the applicable laws of other jurisdictions. 

 

END

 

 

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