Result of General Meeting

RNS Number : 4204A

NCC Group PLC

01 June 2021

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR WITHIN THE UNITED STATES, CANADA, SOUTH AFRICA, JAPAN OR AUSTRALIA.

For Immediate Release

1 June 2021

NCC GROUP PLC

RESULT OF GENERAL MEETING

The Board of NCC Group plc (LSE: NCC, "NCC", the "Company" or the "Group") is pleased to announce that the resolution proposed at the General Meeting of NCC held on 1 June 2021, seeking approval for the proposed acquisition of the Intellectual Property Management business (the "IPM Business") of Iron Mountain Inc., comprising substantially all of the assets of Iron Mountain Intellectual Property Management, Inc. together with certain other assets of affiliates of Iron Mountain exclusively related to the IPM Business (the "Acquisition"), was duly passed by the requisite majority. Full details of the poll result are set out below:

	VOTES FOR	%	VOTES AGAINST	%	VOTES TOTAL	% of ISC VOTED	VOTES WITHHELD
To approve the acquisition	254,211,171	100.00	4,412	0.00	254,215,583	82.28	16,180

Results of the poll can also be viewed on NCC's website: www.nccgroupplc.com

Please note a "vote withheld" is not a vote under English law and is not counted in the calculation of votes "for" and "against" a resolution or the total number of votes cast.

The total number of shares in issue as at 6 p.m. on 28 May 2021, being the last practicable business day prior to the General Meeting, was 308,956,045 Ordinary Shares.

In accordance with Listing Rule 9.6.2, a copy of the resolution passed at the General meeting will be submitted to the National Storage Mechanism and will shortly be available for inspection at www.morningstar.co.uk/uk/NSM.

The full text of the resolution passed at the General Meeting can be found in the Notice of General Meeting forming part of the circular to shareholders dated 14 May 2021, which is available for inspection at the National Storage Mechanism and also on the Company's website: www.nccgroupplc.com

For further enquiries please contact:

NCC Group plc Adam Palser, Chief Executive Officer Tim Kowalski, Chief Financial Officer	[phone]
Lazard Cyrus Kapadia Louise Campbell	[phone]
Peel Hunt Edward Knight Charlie Batten Nick Prowting	[phone]
Maitland/AMO Neil Bennett Sam Cartwright	[phone]

About NCC Group plc

NCC Group exists to make the world safer and more secure. As global experts in cyber security and risk mitigation, NCC Group is trusted by over 14,000 customers worldwide to protect their most critical assets from the ever-changing threat landscape. With the company's knowledge, experience and global footprint, it is best placed to help organisations assess, develop and manage their cyber resilience posture.

To support its mission, NCC Group continually invests in research and innovation and is passionate about developing the next generation of cyber scientists.  With circa 2,000 colleagues in 12 countries, NCC Group has a significant market presence in North America, Europe and the UK, and a rapidly growing footprint in Asia Pacific with offices in Australia, Japan and Singapore.

Important notices

Lazard & Co., Limited ("Lazard") is acting as financial adviser to NCC and Peel Hunt LLP ("Peel Hunt") is acting as sponsor to NCC in connection with the Acquisition. Each of the Lazard and Peel Hunt is authorised and regulated by the Financial Conduct Authority in the United Kingdom and is acting exclusively for NCC and no one else in connection with the Acquisition and will not regard any other person (whether or not a recipient of this Announcement) as a client in relation to the Acquisition or the matters described in this Announcement. Neither Lazard or Peel Hunt will be responsible to anyone other than NCC for providing the protections afforded to its clients or for providing advice in relation to the matters described in this Announcement. Neither Lazard or Peel Hunt nor any of their subsidiaries or affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not its client in connection with this the Acquisition and the matters referred to in this Announcement, any statement contained in this Announcement or otherwise. Apart from the responsibilities and liabilities, if any, which may be imposed on Peel Hunt as sponsor by the Financial Securities and Markets Act 2000, as amended ("FSMA") or any other regulatory regime established under FSMA, neither of Lazard and Peel Hunt accepts responsibility for the contents of this Announcement, and no representation or warranty, express or implied, is made by either Lazard or Peel Hunt in relation to the contents of this Announcement, including its accuracy, completeness or verification of any other statement made or purported to be made by it, or on its behalf, in connection with NCC, the Acquisition or the matters described in this Announcement. To the fullest extent permissible by law, each of Lazard and Peel Hunt accordingly disclaims all and any responsibility or liability whether arising in tort, contract or otherwise (save as referred to above) which it might otherwise have in respect of this Announcement or any such statements.

 

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