Result of General Meeting

RNS Number : 1867U

In The Style Group PLC

24 March 2023

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE UK VERSION OF THE MARKET ABUSE REGULATION (EU) 596/2014 WHICH IS PART OF UK LAW BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018.

For immediate release

24 March 2023

In The Style Group plc

Result of General Meeting

In The Style Group plc (AIM: ITS) ("In The Style" or the "Company" ), announces that, following the General Meeting held earlier today, the Sale Resolution was duly passed by Shareholders on a poll.

It is therefore expected that Completion of the Sale will occur on 27 March 2023.

The Cancellation Resolution did not pass.  Accordingly, admission of the Company's Ordinary Shares to trading on AIM will not be cancelled on 5 April 2023.

As set out in the Circular, the Company intends, as soon as practicable, to implement a members voluntary liquidation ("MVL") of the Company in order to distribute the net proceeds of the Sale received by it.  However, while these net proceeds are expected to be approximately £500,000, the Company will need to deduct the additional costs and expenses associated with the MVL, as well as the general administrative costs of now having to remain an AIM-quoted company, before the distribution of any residual value can be made to Shareholders.

On Completion, the Company will become an AIM Rule 15 cash shell, with no operating business.  As the Company does not intend to enter into a Rule 14 Transaction, the Company's Ordinary Shares would be suspended from trading on AIM six months after Completion (expected to be 27 September 2023), pursuant to Rule 40 of the AIM Rules, if the MVL has not been concluded by that date.  Admission to trading on AIM would be cancelled six months from the date of suspension.

The full text of each of the Resolutions is set out in the notice of General Meeting, which is available on the Company's website at www.https://corporate.inthestyle.com.

The following table sets out the total number of votes cast on each Resolution.

	RESOLUTION	VOTES FOR		VOTES AGAINST		VOTES TOTAL		WITHHELD
		Number of votes	%	Number of votes	%	Number of votes	% of ISC	Number of votes
	To approve the Sale for the purposes of Rule 15 of the AIM Rules and section 190 of the Act	19,291,746	58.92%	13,451,543	41.08%	32,743,289	62.37%	67,478
	To approve the Cancellation	19,286,189	58.90%	13,456,843	41.10%	32,743,032	62.37%	67,735

Notes

1.  Any proxy appointments which gave discretion to the Chairman have been included in the "Votes For" total.

2.  A "Vote Withheld" is not a valid vote in English law and was not counted in the calculation of the proportion of the votes "For" or "Against" a resolution.

3.  As at the date on which members had to be entered in the register of members of the Company in order to be entitled to attend and vote at the meeting, the issued share capital of the Company (the "ISC") was 52,499,998 Ordinary Shares.

General

Capitalised terms used in the Company's announcement released at 7.00 a.m. on 7 March 2023 shall, unless the context provides otherwise, have the same meanings in this announcement.

These results will shortly be available on the Company's website at www.https://corporate.inthestyle.com/

The person responsible for the publication of this announcement on behalf of the Company is Richard Monaghan, Chief Financial Officer of the Company.

Enquiries:

In The Style Group plc  Via Hudson Sandler

Jim Sharp, Chairman

Rich Monaghan, Chief Financial Officer

Hudson Sandler  [phone]

Alex Brennan  [e-mail]

Ben Wilson

Lincoln International LLP (Financial Adviser)  [phone]

Harry Kalmanowicz

Julian Tunnicliffe

Liberum Capital Limited (Nomad and Broker)  [phone]

Clayton Bush

Scott Mathieson

Miquela Bezuidenhoudt

 

END

 

 

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