Results of EGM
Mothercare PLC
14 June 2007
FOR IMMEDIATE RELEASE
14 June 2007
MOTHERCARE PLC (THE 'COMPANY')
RESULTS OF EGM
At the Extraordinary General Meeting of the Company held today each of the
ordinary resolutions set out below were passed by shareholders:
1. THAT, subject to Resolutions 2 and 3 being passed, the proposed
acquisition of the entire issued and to be issued share capital of Chelsea
Stores Holdings Limited (the 'Proposed Acquisition') pursuant to the Acquisition
Agreement (as defined in the circular of the Company dated 25 May 2007
accompanying this notice (the 'Circular')) and the associated and ancillary
arrangements contemplated by the Acquisition Agreement and/or described in the
Circular be and are hereby approved and that the Directors of the Company (or
any duly authorised committee thereof) be and are hereby authorised to take all
such steps as may be necessary or desirable in relation thereto and to implement
the same with such non-material modifications, variations, revisions, waivers or
amendments as the Directors or any such committee may deem necessary, expedient
or appropriate.
2. THAT the authorised share capital of the Company be and is hereby
increased from £47,883,706.50 to £52,500,000 by the creation of an additional
9,232,587 ordinary shares of 50 pence each ranking equally in all respects with
the existing ordinary shares of 50 pence each in the capital of the Company.
3. THAT, subject to Resolution 2 being passed, in addition, and without
prejudice, to all existing authorities the Directors be and are hereby generally
and unconditionally authorised in accordance with section 80 of the Companies
Act 1985 to exercise all the powers of the Company to allot relevant securities
(within the meaning of that section) up to a maximum aggregate nominal amount of
£6,944,000 in connection with the Proposed Acquisition. This authority shall
expire on the second anniversary of the date on which this Resolution is passed.
The results of the proxies are listed below:
Resolution Number Proxies For Proxies Proxies Proxies Poll call
Discretionary Against Abstentions/ Yes/No
Withheld
1 47,411,282 29,971 19,231 72,802 No
2 47,410,822 32,793 16,484 73,187 No
3 46,680,111 32,941 746,754 73,480 No
Two copies of the resolutions have been submitted to the UK Listing Authority and will shortly be available for
inspection at the UK Listing Authority's Document Viewing Facility at 25 The Colonnade, Canary Wharf, London, E14 5HS.
For further enquiries, contact:
Mothercare: 01923 206 001
Ben Gordon, Chief Executive
Neil Harrington, Finance Director
Citigroup Capital Markets Limited (Financial adviser to Mothercare): 020 7986 4000
Ian Hart
Louise Stonestreet
Brunswick (PR adviser to Mothercare): 020 7404 5959
Catherine Hicks
Anna Jones
This information is provided by RNS
The company news service from the London Stock Exchange