TIDMSTU
RNS Number : 9045Z
Studio Retail Group PLC
15 January 2020
FOR IMMEDIATE RELEASE
15 January 2020
Studio Retail Group plc
Proposed Disposal of Findel Education Limited - Result of
General Meeting
Studio Retail Group plc ("Company" or "Studio") is pleased to
announce that at the General Meeting of the Company held today, an
ordinary resolution to approve the proposed disposal of Findel
Education Limited to the Council of the City of Wakefield, acting
in its capacity as the lead authority of the joint committee known
as, the Yorkshire Purchasing Organisation ("Disposal") was decided
on a poll and passed by Shareholders.
Details of the resolution were set out in Studio's circular to
Shareholders dated 20 December 2019 ("Circular").
The number of votes for and against the resolution, and the
number of votes withheld are as follows:
VOTES FOR(1) % VOTES AGAINST % % of issued VOTES WITHELD(3) %
ordinary
share
capital
voted
To approve
the Disposal
Resolution(2) 78,017,860 99.96 31,807 0.04 90.29 131 0.00
------------- ------ -------------- ----- ------------ ----------------- -----
Notes:
(1) The votes of any proxy giving the Chairman discretion how
to vote have been included in the votes For a resolution.
(2) The full text of the Disposal Resolution is set out in the
Notice of General Meeting.
(3) A vote withheld is not a vote in law and accordingly these
votes are excluded from the calculation of the percentage of
votes for and against the resolution.
The total number of Ordinary Shares in issue at the record date
and time for voting was 86,442,534. Therefore the total number of
voting rights in the Company was 86,442,534.
Details of the votes cast for the resolution will also shortly
be made available on the Company's website at
https://www.studioretail.group/.
Completion of the Disposal is conditional on, amongst other
matters, obtaining clearance for the Disposal from the UK
Competition and Markets Authority.
Terms used in this announcement shall have the same meaning as
those used in the Circular.
Text of Disposal Resolution
THAT:
(a) the proposed Disposal, on the terms set out in the Sale and
Purchase Agreement (both as defined and summarised in the Circular)
and the associated and ancillary arrangements related thereto be
and are hereby approved; and
(b) each and any of the directors of the Company ("Directors")
(or any duly constituted committee of the Directors) be and is
hereby authorised to take all necessary or appropriate steps and to
do all necessary or appropriate things to implement, complete or to
procure the implementation or completion of the Disposal and give
effect thereto with such modifications, variations, revisions,
waivers or amendments (not being modifications, variations,
revisions, waivers or amendments of a material nature) as such
Director(s) or such committee of the Directors may deem necessary
or appropriate in connection with the Disposal.
Enquiries:
Studio Retail Group plc
Ian Burke, Group Chairman
Phil Maudsley, Group CEO
Stuart Caldwell, Group CFO
0161 303 3465
Tulchan Communications
Will Smith
020 7353 4200
Stifel Nicolaus Europe Limited (Joint Sponsor, Joint Financial
Adviser and Joint Corporate Broker to Studio Retail Group plc)
Francis North
Matthew Blawat
William Brinkley
020 7710 7600
Nplus1 Singer Advisory LLP (Joint Sponsor, Joint Financial
Adviser and Joint Corporate Broker to Studio Retail Group plc)
Mark Taylor
Peter Steel
Alex Bond
020 7496 3000
Important information relating to financial advisers
Stifel Nicolaus Europe Limited ("Stifel"), which is authorised
and regulated by the Financial Conduct Authority in the United
Kingdom, is acting exclusively for Studio Retail Group plc and for
no one else in connection with the Disposal and is not, and will
not be, responsible to anyone other than Studio Retail Group plc
for providing the protections afforded to its clients nor for
providing advice in relation to the Disposal, the contents of this
announcement or any transaction, arrangement or other matter
referred to in this announcement.
Nplus1 Singer Advisory LLP ("Nplus1"), which is authorised and
regulated by the Financial Conduct Authority in the United Kingdom,
is acting exclusively for Studio Retail Group plc and for no one
else in connection with the Disposal and is not, and will not be,
responsible to anyone other than Studio Retail Group plc for
providing the protections afforded to its clients nor for providing
advice in relation to the Disposal, the contents of this
announcement or any transaction, arrangement or other matter
referred to in this announcement.
Cautionary statement
The release, publication or distribution of this announcement in
jurisdictions other than the United Kingdom may be restricted by
law and therefore any persons who are subject to the laws of any
jurisdiction other than the United Kingdom should inform themselves
about, and observe, any applicable requirements. This announcement
has been prepared for the purposes of complying with the Listing
Rules and the information disclosed may not be the same as that
which would have been disclosed if this announcement had been
prepared in accordance with laws and regulations of any
jurisdiction outside of England.
No offer or solicitation
This announcement is not intended to, and does not constitute,
or form part of, any offer to sell or an invitation to purchase or
subscribe for any securities or a solicitation of any vote or
approval in any jurisdiction.
Incorporation by reference
Neither the content of the Company's website (or any other
website) nor the content of any website accessible from hyperlinks
on the Company's website (or any other website) is incorporated
into or forms part of this announcement.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
ROMFZGMMMKVGGZM
(END) Dow Jones Newswires
January 15, 2020 06:39 ET (11:39 GMT)
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