Result of General Meeting
5 March 2024
Beowulf Mining plc
("Beowulf" or the "Company")
Result of General Meeting
Beowulf (AIM: BEM; Spotlight: BEO), the mineral exploration and development company, is pleased to announce that the resolutions tabled at its General Meeting held earlier today were passed on a poll. The first and second resolution were passed as ordinary resolutions and the second and third resolutions were passed as special resolutions.
The number of votes lodged by proxy for and against each of the resolutions proposed, and the number of votes withheld were as follows:
| Resolution | Votes for | % | Votes against | % | Votes withheld |
|
Resolution 1 (Ordinary) To approve the proposed sub-division |
27,079,855 | 87.93 | 3,718,099 | 12.07 | 1,656,248 |
|
Resolution 2 (Ordinary) To authorise the Directors to allot shares in the Company |
27,064,355 | 87.88 | 3,733,599 | 12.12 | 1,656,248 |
|
Resolution 3 (Special) To disapply statutory pre-emption rights |
26,927,618 | 87.43 | 3,870,336 | 12.57 | 1,656,248 |
|
Resolution 4 (Special )To amend the Articles of Association |
27,064,355 | 87.88 | 3,733,599 | 12.12 | 1,656,248 |
As at 5 March 2024, there were 1,157,187,463 ordinary shares in issue. Shareholders are entitled to one vote per share. Votes withheld are not votes in law and so have not been included in the calculation of the proportion of votes for and against a resolution.
Share Capital Reorganisation
Following the passing of the resolutions at the General Meeting, each of the Company's 1,157,187,463 Existing Ordinary Shares will be sub-divided into one New Ordinary Share of 0.1p (the "New Ordinary Shares") and one deferred share of 0.9p ("New Deferred Shares"). The New Deferred Shares will have little economic value as they will not carry any rights to vote or dividend rights, although the New Deferred Shares will rank pari passu with the New Ordinary Shares on a return of capital or on a winding up of the Company.
Admission to AIM and Total Voting Rights
Dealings on AIM in the Existing Ordinary Shares is expected to cease at the close of business on 5 March 2024. Application has been made for the admission of 1,157,187,463 New Ordinary Shares to trading on AIM ("Admission") and it is expected that Admission will take place and that trading in the New Ordinary Shares will commence at 8.00 a.m. on or around 6 March 2024. No application will be made for admission of the New Deferred Shares to trading on AIM nor will any such application be made to any other exchange.
Following Admission, there will be a total of 1,157,187,463 New Ordinary Shares, with voting rights, in issue. The Company does not hold any shares in treasury. Consequently, 1,157,187,463 is the figure which may be used by shareholders as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.
Unless otherwise indicated, all defined terms in this announcement shall have the same meaning as described in the Company's announcement dated 16 February 2024 and the Circular which was posted to shareholders on the same day.
The full text of each resolution is available in the Notice of General Meeting, published on the Company’s website (https://beowulfmining.com/gm-2024/).
Enquiries:
Beowulf Mining plc
Ed Bowie, Chief Executive Officer [email protected]
SP Angel
(Nominated Adviser & Joint Broker)
Ewan Leggat / Stuart Gledhill / Adam Cowl Tel: +44 (0) 20 3470 0470
Alternative Resource Capital
(Joint Broker)
Alex Wood Tel: +44 (0) 20 7186 9004
BlytheRay
Tim Blythe / Megan Ray Tel: +44 (0) 20 7138 3204