Revolution Bars

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THIS ANNOUNCEMENT AND THE INFORMATION IN IT, IS NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, JAPAN, THE REPUBLIC OF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: 0161 330 3876

 Rob Pitcher, CEO

 Danielle Davies, CFO 




 finnCap, Nominated Adviser and Joint Broker

Tel: 020 7220 0500

 Matt Goode / Simon Hicks / Teddy Whiley (Corporate Finance)

 Tim Redfern / Richard Chambers / Charlotte Sutcliffe (ECM) 




 Peel Hunt, Joint Broker

Tel: 020 7418 8900

 George Sellar / Andrew Clark / Will Bell (Corporate Finance)

 Al Rae / Sohail Akbar (ECM) 




 Instinctif (Financial PR)

Tel: 07831 379122

 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.

2.

Reason for notification

Initial notification / amendment

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

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

Description of the financial instrument

Ordinary shares of 0.1p each in the capital of Revolution Bars Group plc

 

Price(s)

Volume(s)

£0.20

375,000

1.

2.

Reason for notification

Initial notification / amendment

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

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

Description of the financial instrument

Ordinary shares of 0.1p each in the capital of Revolution Bars Group plc

 

Price(s)

Volume(s)

£0.20

75,000

1.

2.

Reason for notification

Initial notification / amendment

3.

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

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

Description of the financial instrument

Ordinary shares of 0.1p each in the capital of Revolution Bars Group plc

 

Price(s)

Volume(s)

£0.20

37,500

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