Result of General Meeting and Company Update

RNS Number : 2542R

Revolution Bars Group

26 June 2020

 

26 June 2020

THIS ANNOUNCEMENT AND THE INFORMATION IN IT, IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO MIGHT CONSTITUTE A VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION.

FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER OF SECURITIES IN ANY JURISDICTION.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF THE MARKET ABUSE REGULATION (EU) NO 596/2014, AS AMENDED.

Defined terms used in this announcement have the meanings given to them in the Circular to shareholders dated 10 June 2020 (the "Circular") unless the context provides otherwise.

For immediate release

REVOLUTION BARS GROUP PLC

(the "Company" or the "Group")

Result of General Meeting and Company Update

Revolution Bars Group plc, a leading UK operator of 74 premium bars, trading under the 'Revolution' and 'Revolución de Cuba' brands, is pleased to announce that at the General Meeting held earlier today, all Resolutions were duly passed.  Following the successful passing of the Resolutions, the Group is also updating the market on its reopening plans following the announcement from the UK Government that pubs and restaurants can reopen from 4 July 2020. 

A poll was conducted on each of the Resolutions proposed at the General Meeting and the number of votes cast for and against each of the Resolutions, and the number of votes withheld, are detailed below:- 

	For	Against	Withheld*	Total Votes Cast
Special Resolution
1. To approve the Delisting and application for AIM Admission and to approve amendments to the Company's articles of association principally consequential on AIM Admission	24,591,445 (99.86%)	33,183 (0.13%)	532 (0.00%)	24,625,160
Ordinary Resolution
2. To approve the terms of, and to authorise the Directors to allot the New Ordinary Shares pursuant to, the Firm Placing and the Placing and Open Offer	24,615,245 (99.96%)	9,383 (0.04%)	532 (0.00%)	24,625,160
Special Resolutions
3. To disapply pre-emption rights in connection with the allotment of the New Ordinary Shares pursuant to the Firm Placing and the Placing and Open Offer	24,582,769 (99.83%)	41,859 (0.17%)	532 (0.00%)	24,625,160
4. To approve further amendments to the Company's articles of association to permit the holding of 'hybrid' general meetings.	24,591,145 (99.86%)	33,483 (0.14%)	532 (0.00%)	24,625,160

(*   A vote withheld is not a vote in law and is not counted in the calcula ti on of the votes 'For' or 'Against' a resolution)

In accordance with Listing Rule 9.6.2R, a copy of the Resolutions passed at the General Meeting will be submitted to the National Storage Mechanism where it will shortly be available at:

https://data.fca.org.uk/#/nsm/nationalstoragemechanism .

Following the passing of the Resolutions, the Company today expects to make an application to cancel the admission of its Existing Ordinary Shares to listing on the Official List (premium segment) and to trading on the Main Market ("Delisting") and to seek admission of the Existing Ordinary Shares and the New Ordinary Shares to trading on AIM ("AIM Admission"). The Delisting is expected to become effective at 8.00 a.m. on 27 July 2020 and AIM Admission is expected to become effective at 8.00 a.m. on the same date, 27 July 2020.

Company Update

Further to the UK Government's announcement that pubs and restaurants can reopen from 4 July 2020, the Group's intention is to reopen six of its bars on 6 July 2020 and trade these for a minimum period of two weeks to fully test customer demand and sentiment and to refine the Group's 'COVID-secure' operating standards, minimising risk to both staff and customers.  Following this cautious recommencement of trading, the Group currently expects to be able to continue reopening in weekly tranches of up to 9 bars and hopes that by the end of August 2020, 62 out of 74 bars will have reopened.  The Group's remaining bars may not reopen until the UK Government permits late night venues to recommence trading.  This opening profile is broadly consistent with the Group's base case scenario referred to in the announcement of the Firm Placing and the Placing and Open Offer on 5 June 2020.

The safe return of our employees is of upmost importance to us and, therefore, we have recently conducted a return to work survey. Every responder has left additional comments to give further detail on their concerns, and positively many of the concerns cited are already covered in our COVID-Secure Operational Guidelines.   84% of responders have said they intend to return to work and are happy to do so subject to the Group providing appropriate safety measures; only 0.5% of respondents are currently shielding.  We have committed to speak to every employee who has expressed concerns about his/her return or who have personal circumstances he/she need to discuss.

The Group expects its net bank debt at 27 June 2020, the end of its current financial year, to be £22.0m. With £37.5m bank debt facilities now in place (stepping down by £7.5m on 31 March 2021) and £15.0m gross proceeds (£13.8m net of costs) from the successful Fundraising  set to be received on 27 July contingent on the Group's admission to AIM, the Group has a significant amount of cash liquidity and a strengthened balance sheet to overcome the anticipated challenging trading conditions in the foreseeable future. 

Rob Pitcher, CEO, comments:

"I am delighted that the Company has received overwhelming support from its shareholders for the proposed Fundraising and move to AIM.

"I also enthusiastically welcome the UK Government's decision to allow bars to reopen from the 4 July 2020.  Given the all-day nature of our business, we will proceed cautiously, initially reopening only six of our bars to ensure that we can operate safely and viably.  We hope that the learnings from this first tranche of bar reopenings will enable us to quickly progress the reopening of the remainder of our estate, which we expect to have substantially completed by the end of August."

For further information, please contact:

Revolution Bars Group plc	Tel: [phone]
Rob Pitcher, CEO  Mike Foster, CFO
finnCap, Nominated Adviser and Joint Broker	Tel: [phone]
Matt Goode / Simon Hicks / Teddy Whiley (Corporate Finance)  Tim Redfern / Richard Chambers (ECM)
Peel Hunt, Joint Broker	Tel: [phone]
George Sellar / Andrew Clark (Corporate Finance)  Al Rae / Sohail Akbar (ECM)
Instinctif (Financial PR)	Tel: [phone]
Matt Smallwood  Jack Devoy

The person responsible for arranging release of this announcement on behalf of Revolution Bars Group plc is Mike Foster, Chief Financial Officer.

 

END

 

 

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