Octopus Apollo VCT 3 plc : Result of GM

Octopus Apollo VCT 3 plc

 

GM Results

 

19 September 2012

 

This announcement is made by Octopus Apollo VCT 3 plc ("the Company") in connection with the proposed merger of the Company with Octopus Apollo 1 VCT plc ("Apollo 1"), Octopus Apollo 2 VCT plc ("Apollo 2") and Octopus Apollo 4 VCT plc ("Apollo 4"). The merger will be completed pursuant to schemes of reconstruction under Section 110 of the Insolvency Act 1986 whereby each of Apollo 1, Apollo 2 and Apollo 4 will transfer all of their assets and liabilities to the Company in consideration of shares being issued by the Company ("Schemes" and each a "Scheme"), details of which were contained in the Company's circular to shareholders ("Circular") and prospectus ("Prospectus") both dated 17 August 2012.

 

The Board is pleased to announce that at the general meeting of the Company held on 19 September 2012, the resolutions proposed in connection with the Schemes and other matters, as set out in the Circular, were duly passed on a show of hands as follows:

 

·                    Resolution 1 to amend the articles of association of the Company to revoke the share capital limit - 98.54% of proxy votes received being in favour (or at the chairman's discretion);

·                    Resolution 2 to: (i) approve the acquisition of all of the assets and liabilities of Apollo 1 and (ii) authorise the directors to allot shares pursuant to the Apollo 1 Scheme - 98.54% of proxy votes received being in favour (or at the chairman's discretion);

·                    Resolution 3 to: (i) approve the acquisition of all of the assets and liabilities of Apollo 2 and (ii) authorise the directors to allot shares pursuant to the Apollo 2  Scheme - 98.54% of proxy votes received being in favour (or at the chairman's discretion);

·                    Resolution 4 to: (i) approve the acquisition of all of the assets and liabilities of Apollo 4 and (ii) authorise the directors to allot shares pursuant to the Apollo 4 Scheme - 98.54% of proxy votes received being in favour (or at the chairman's discretion);

·                    Resolution 5 to: (i) authorise the board to purchase shares; (ii) authorise the board to issue new shares and (iii) disapply pre-emption rights - 99.2% of proxy votes received being in favour (or at the chairman's discretion) in each case in connection with an enhanced buyback facility;

·                    Resolution 6 to: (i) authorise the directors to allot shares; (ii) disapply pre-emption rights and (iii) authorise the Company to make market purchases of up to 16,489,000 shares - 98.19% of proxy votes received being in favour (or at the chairman's discretion);

·                    Resolution 7 to authorise the cancellation of the amount standing to the credit of the share premium account as at 17 August 2012 and the amounts credited to the share premium account of the Company in connection with the Schemes - 98.17% of proxy votes received being in favour (or at the chairman's discretion); 

·                    Resolution 8 to cancel the share premium account and the capital redemption reserve of the Company - 98.16% of proxy votes received being in favour (or at the chairman's discretion); 

·                    Resolution 9 to amend the articles of association of the Company - 98.38% of proxy votes received being in favour (or at the chairman's discretion); 

·                    Resolution 10 to approve the Enhanced Buyback Facility Related Party Transaction (as defined in the Circular) - 98.18% of proxy votes received being in favour (or at the chairman's discretion);

·                    Resolution 11 to approve the Offer Related Party Transaction (as defined in the Circular) - 97.96% of proxy votes received being in favour (or at the chairman's discretion); and

·                    Resolution 12 to approve the Performance Fee Related Party Transaction (as defined in the Circular) - 91.91% of proxy votes received being in favour (or at the chairman's discretion).

A copy of the resolutions passed at the above meeting will shortly be available for inspection on both the Company's website (www.octopusinvestments.com) as well as at the National Storage Mechanism (www.morningstar.co.uk/uk/NSM).

 

For further enquiries please contact:

Octopus Investments Limited
Tracey Spevack
Company Secretary
Telephone: [phone]

 

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Source: Octopus Apollo VCT 3 plc via Thomson Reuters ONE

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