ITS Itsarm Plc

TIDMITS

RNS Number : 4206Y

Itsarm PLC

04 May 2023

For immediate release

4 May 2023

Itsarm plc

Updated timetable in relation to

proposed cancellation of admission to trading on AIM

and the General Meeting

Itsarm plc (formerly In The Style Group plc) (AIM: ITS) ("Itsarm" or the "Company" ), announces an update in relation to the timetable for the proposed cancellation of its admission to trading on AIM (the "Cancellation") and the general meeting of the Company scheduled for 12 May 2023 (the "General Meeting").

In the Company's corporate update announcement of 26 April 2023 (the "Update Announcement"), it was announced that assuming the passing of the resolution to approve the Cancellation (the "Cancellation Resolution") at the General Meeting, it was expected that Cancellation would take place on or around 26 May 2023. Further to that announcement, to ensure that there are at least 20 business days between notice of the Cancellation and any potential suspension in relation to the passing of the Resolutions, as well as the Cancellation itself, the following timetable will now apply:

Revised timetable

 
 9.30 a.m. on 10 May   Latest time and date for receipt of proxy 
  2023                  instructions and CREST voting instructions 
                        (together, "Voting Instructions") 
 9.30 a.m. on 12 May   If the Voting Instructions indicate that 
  2023                  the Cancellation Resolution would not be 
                        passed, the General Meeting will proceed 
                        and if the Cancellation Resolution is not 
                        passed the proposed liquidators will not 
                        be appointed and the Cancellation will not 
                        take place. As such, as set out in the circular 
                        to shareholders dated 26 April 2023 (the 
                        "Circular"), it would be likely that within 
                        three months the Company would not be able 
                        to meet its financial obligations as they 
                        fall due and there would be no alternative 
                        other than for the Company to enter into 
                        some form of insolvency procedure under which 
                        the prospects for recovery of value, if any, 
                        by Shareholders would be unlikely* 
                        If the Voting Instructions indicate that 
                        the Cancellation Resolution would be passed, 
                        the General Meeting will be adjourned to 
                        9.30 a.m. on 26 May 2023 (the "Adjourned 
                        Meeting"), the business day prior to the 
                        proposed Cancellation 
 On or around 15 May   Supplementary circular containing notice 
  2023                  of the Adjourned Meeting sent to Shareholders 
 9.30 a.m. on 24 May   Latest time and date for receipt of proxy 
  2023                  instructions and CREST voting instructions 
                        for the Adjourned Meeting 
 26 May 2023           Trading in ordinary shares of Itsarm plc 
                        suspended before 8.00 a.m. 
 9.30 a.m. on 26 May   Adjourned Meeting is held 
  2023 
 26 May 2023           If the Resolutions are passed, proposed liquidators 
                        appointed 
                        If the Resolutions are not passed, the proposed 
                        liquidators will not be appointed and the 
                        Cancellation will not take place. As such, 
                        as set out in the Circular, it would be likely 
                        that within three months the Company would 
                        not be able to meet its financial obligations 
                        as they fall due and there would be no alternative 
                        other than for the Company to enter into 
                        some form of insolvency procedure under which 
                        the prospects for recovery of value, if any, 
                        by Shareholders would be unlikely 
 30 May 2023           The Cancellation becomes effective 
 

* In the unlikely event that the General Meeting proceeds because proxy votes received in advance indicate that the Cancellation Resolution would not be passed but at the General Meeting shareholders in attendance change the outcome of that vote then shareholders should be aware that, in the event that the Cancellation Resolution is passed on 12 May the Company may be suspended from trading from that date.

Capitalised terms used but not defined in this announcement shall have the meaning given to them in the Update Announcement.

Enquiries:

 
 Itsarm plc                        via Hudson Sandler 
  Jim Sharp, Director 
  Richard Monaghan, Director 
 Hudson Sandler                    +44 (0)20 7796 4133 
  Alex Brennan                      itsarmplc@hudsonsandler.com 
  Ben Wilson 
 Liberum Capital Limited (Nomad 
  and Broker) 
  Clayton Bush 
  Scott Mathieson 
  Miquela Bezuidenhoudt            +44 (0)20 3100 2000 
 

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END

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May 04, 2023 03:40 ET (07:40 GMT)

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