Result of GM, Director/PDMR, Total Voting Rights

RNS Number : 8378B

Revolution Bars Group

14 June 2021

 

14 June 2021

THIS ANNOUNCEMENT AND THE INFORMATION IN IT, IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, JAPAN, THE REPUBLIC OF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.

THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED TO CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU NO. 596/2014) (AS AMENDED) AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 AND OTHER IMPLEMENTING MEASURES. UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN

Defined terms used in this announcement have the meanings given to them in the Circular to shareholders dated 27 May 2021 (the "Circular") unless the context provides otherwise.

For immediate release

REVOLUTION BARS GROUP PLC

Result of General Meeting

Director/PDMR Shareholding

and

Total Voting Rights

Revolution Bars Group plc (the "Group" or the "Company"), a leading UK operator of 66 premium bars, trading under the 'Revolution' and 'Revolución de Cuba' brands, is pleased to announce the results of its General Meeting held earlier today, where all Resolutions were duly passed.

General Meeting

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
Ordinary Resolution
1. To authorise the Directors to allot New Ordinary Shares in the Company in relation to the Fundraising	53,982,327 (94.10%)	3,381,952 (5.90%)	5,701	57,364,279
Special Resolution
2. To disapply statutory pre-emption rights in relation to the Fundraising	53,848,771 (93.87%)	3,515,608 (6.13%)	5,601	57,364,379
Ordinary Resolution
3. To authorise the Directors to allot new Ordinary Shares in the Company	53,869,744 (93.91%)	3,494,635 (6.09%)	5,601	57,364,379
Special Resolutions
4. To disapply statutory pre-emption rights in relation to the issue of new Ordinary Shares	53,857,191 (93.89%)	3,507,188 (6.11%)	5,601	57,364,379
5. To disapply statutory pre-emption rights in relation to an acquisition or specified capital investment	53,876,879 (93.92%)	3,487,500 (6.08%)	5,601	57,364,379

(*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 )

Total Voting Rights

It is expected that admission of the New Ordinary Shares to trading on AIM ("Admission") will become effective at 8:00 a.m. on 15 June 2021.

With effect from Admission, the Company will have in issue 230,048,520 Ordinary Shares and each Ordinary Share entitles the holder to a single vote at general meetings of the Company.  The Company holds no Ordinary Shares held in treasury. The figure of 230,048,520 may be used by shareholders as the denominator for the calculation by which they determine if they are required to notify their interest in, or change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.

Directors' shareholdings

The Company also notes that, as a result of their participation in the Fundraising, the shareholdings of certain Directors have been updated. On Admission, the interests of the Directors will be as follows: 

Director	Position	New Ordinary Shares acquired in the Fundraising	Resultant holding in the Enlarged Share Capital	% interest in the Enlarged Share Capital
Rob Pitcher	Chief Executive Officer	375,000	775,000	0.34%
Danielle Davies	Chief Financial Officer	75,000	75,000	0.03%
Keith Edelman	Non-Executive Chairman	200,000	370,000	0.16%
William Tuffy	Non-Executive Director	37,500	90,760	0.04%
Jemima Bird	Non-Executive Director	0	7,500	0.003%

Following the Company's previous Fundraising announced on 5 June 2020,  William Tuffy's total final allocation of new Ordinary Shares in the Open Offer was incorrectly stated as 52,111 at that time.  He has notified the Company that, prior to this Fundraising, he held 53, 260  Ordinary Shares in the Company. The above Directors' shareholdings table reflects the current beneficial holdings of William Tuffy, and each other Director, respectively.

The below notifications, made in accordance with the requirements of the EU Market Abuse Regulation (No 596/2014), give further details of the Directors' participation in the Fundraising.

For further information, please contact:

Revolution Bars Group plc	Tel: [phone]
Rob Pitcher, CEO  Danielle Davies, CFO
finnCap, Nominated Adviser and Joint Broker	Tel: [phone]
Matt Goode / Simon Hicks / Teddy Whiley (Corporate Finance)  Tim Redfern / Richard Chambers / Charlotte Sutcliffe (ECM)
Peel Hunt, Joint Broker	Tel: [phone]
George Sellar / Andrew Clark / Will Bell (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 Danielle Davies, Chief Financial Officer.

The Company makes the following announcements and notifications in accordance with the EU Market Abuse Regulation (No 596/2014):

1.	Details of Persons Discharging Managerial Responsibilities "PDMR" / person closely associated with them ('PCA')
a)	Name	Keith Edelman
2.	Reason for notification
b)	Position / status	Non-Executive Chairman
c)	Initial notification / amendment	Initial Notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
b)	Name	Revolution Bars Group plc
c)	LEI	213800QG159LSTF5IH69
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary shares of 0.1p each in the capital of Revolution Bars Group plc ISIN: GB00BVDPPV41
b)	Nature of the transaction	Participation in the Firm Placing of New Ordinary Shares
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.20 200,000
d)	Aggregated information Aggregated volume Price	As above
e)	Date of the transaction	15 June 2021
f)	Place of the transaction	London Stock Exchange, AIM Market (XLON)

1.	Details of Persons Discharging Managerial Responsibilities "PDMR" / person closely associated with them ('PCA')
a)	Name	Rob Pitcher
2.	Reason for notification
b)	Position / status	Chief Executive Officer
c)	Initial notification / amendment	Initial Notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
b)	Name	Revolution Bars Group plc
c)	LEI	213800QG159LSTF5IH69
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary shares of 0.1p each in the capital of Revolution Bars Group plc ISIN: GB00BVDPPV41
b)	Nature of the transaction	Participation in the Firm Placing of New Ordinary Shares
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.20 375,000
d)	Aggregated information Aggregated volume Price	As above
e)	Date of the transaction	15 June 2021
f)	Place of the transaction	London Stock Exchange, AIM Market (XLON)

1.	Details of Persons Discharging Managerial Responsibilities "PDMR" / person closely associated with them ('PCA')
a)	Name	Danielle Davies
2.	Reason for notification
b)	Position / status	Chief Financial Officer
c)	Initial notification / amendment	Initial Notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
b)	Name	Revolution Bars Group plc
c)	LEI	213800QG159LSTF5IH69
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary shares of 0.1p each in the capital of Revolution Bars Group plc ISIN: GB00BVDPPV41
b)	Nature of the transaction	Participation in the Firm Placing of New Ordinary Shares
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.20 75,000
d)	Aggregated information Aggregated volume Price	As above
e)	Date of the transaction	15 June 2021
f)	Place of the transaction	London Stock Exchange, AIM Market (XLON)

1.	Details of Persons Discharging Managerial Responsibilities "PDMR" / person closely associated with them ('PCA')
a)	Name	William Tuffy
2.	Reason for notification
b)	Position / status	Non-Executive Director
c)	Initial notification / amendment	Initial Notification
3.	Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
b)	Name	Revolution Bars Group plc
c)	LEI	213800QG159LSTF5IH69
4.	Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted
a)	Description of the financial instrument Identification code	Ordinary shares of 0.1p each in the capital of Revolution Bars Group plc ISIN: GB00BVDPPV41
b)	Nature of the transaction	Participation in the Firm Placing of New Ordinary Shares
c)	Price(s) and volume(s)	Price(s) Volume(s) £0.20 37,500
d)	Aggregated information Aggregated volume Price	As above
e)	Date of the transaction	15 June 2021
f)	Place of the transaction	London Stock Exchange, AIM Market (XLON)

 

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