Result of GM

Mirriad Advertising PLC

23 May 2024

 

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, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS ANNOUNCEMENT.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION, SOLICITATION, RECOMMENDATION, OFFER OR ADVICE TO ANY PERSON TO PURCHASE AND/OR SUBSCRIBE FOR, OTHERWISE ACQUIRE OR DISPOSE OF ANY SECURITIES IN MIRRIAD ADVERTISING PLC OR ANY OTHER ENTITY IN ANY JURISDICTION. NEITHER THIS ANNOUNCEMENT NOR THE FACT OF ITS DISTRIBUTION, SHALL FORM THE BASIS OF, OR BE RELIED ON IN CONNECTION WITH ANY INVESTMENT DECISION IN RESPECT OF MIRRIAD ADVERTISING PLC.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (596/2014/EU) AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("MAR").

23 May 2024

Mirriad Advertising plc

("Mirriad", the "Group" or the "Company")

Result of General Meeting

and

Total Voting Rights

Mirriad (AIM: MIRI), a leading virtual in-content advertising and virtual product placement company, is pleased to announce that, at its General Meeting held earlier today, all of the Resolutions were duly passed on a show of hands without amendment. Proxy votes received from Shareholders on each Resolution were as follows:

Resolution	In favour		Against		Withheld*
	Votes	%	Votes	%	Votes
1	108,421,577	99.5%	559,537	0.5%	87,462
2	108,421,577	99.5%	559,537	0.5%	87,462

*A vote withheld is not a vote in law and is therefore not counted towards the proportion of votes "in favour" or "against" the resolutions. The number of Ordinary Shares in issue on 23 May 2024 was 543,060,404. Shareholders were entitled to one vote per share.

Accordingly, the Conditional Placing and the Retail Offer, details of which were set out in the Company's announcement on 2 May 2024 (the "Launch Announcement") are expected to complete, conditional on Second Admission (as defined below), at 8.00 a.m. on 28 May 2024 (or such later time and/or date as Allenby Capital, Baden Hill and the Company may agree, but in any event by no later than 8.00 a.m. on 10 June 2024).

Admission and Total Voting Rights

Application has been made to the London Stock Exchange for a total of 475,140,490 new Ordinary Shares (comprising the Conditional Placing Shares and the Retail Offer Shares) to be admitted to trading on AIM ("Second Admission"). It is expected that Second Admission and dealings in the 475,140,490 new Ordinary Shares will commence at 8.00 a.m. on 28 May 2024 and they will rank pari passu with the existing Ordinary Shares. Following Second Admission, the enlarged share capital of the Company will consist of 1,018,200,894 Ordinary Shares, none of which are held in treasury. Therefore, the total number of voting rights in the Company will be 1,018,200,894 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.

Update re Board changes

As stated in the Launch Announcement, James Black will join the Board as a non-executive Director and Chairman elect following the completion of the Fundraising. i.e. following the publication of the Company's annual report and accounts for the year ended 31 December 2023 and subsequent completion of the Directors' Subscription. James will be formally appointed as Chairman of the Company following the AGM, at which point John Pearson will step down as Chairman but remain as a non-executive Director during a transition period.

This announcement should be read in conjunction with the full text of the Circular posted to Shareholders on 7 May 2024, a copy of which is available on the Company's website at: https://www.mirriadplc.com/investor-relations.

Unless otherwise defined, definitions contained in this announcement have the same meaning as set out in the Launch Announcement.

The person responsible for the release of this announcement on behalf of the Company is Nic Hellyer, Chief Financial Officer.

For further information please visit www.mirriad.com or contact:

Mirriad Advertising plc Stephan Beringer, Chief Executive Officer Nic Hellyer, Chief Financial Officer	c/o Charlotte Street Partners
Nominated Adviser, Broker & Joint Bookrunner: Allenby Capital Limited James Reeve/Lauren Wright (Corporate Finance) Guy McDougall/Matt Butlin (Sales and Corporate Broking)	Tel: [phone]
Joint Bookrunner: Baden Hill (a trading name for Northland Capital Partners Limited) Matthew Wakefield/Alex Schlich	Tel: [phone]
Financial Communications: Charlotte Street Partners          Tom Gillingham	Tel: [phone]

 

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