TIDMAVM
RNS Number : 2360J
Avocet Mining PLC
15 August 2019
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT
JURISDICTION
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
Results of General Meeting
Avocet Mining Plc (the "Company") confirms that the requisite
majority of shareholder votes required to place the Company into
members' voluntary liquidation was not achieved at the general
meeting of the Company held earlier today (the "General
Meeting").
Final voting figures
The Company confirms that the following resolutions (being all
of the resolutions which were proposed at the General Meeting) were
not carried at the General Meeting:
THAT (i) the Company be placed into a members' voluntary
liquidation and (ii) the Joint Liquidators (as defined below) be,
and are hereby authorised to, distribute to the members in specie
or in kind the whole or any part of the assets of the Company (the
"Special Resolution"); and
THAT (i) Paul Williams and Geoffrey Bouchier of Duff &
Phelps Ltd., The Shard, 32 London Bridge Street, London, SE1 9SG,
be and are hereby appointed the "Joint Liquidators" of the Company
and that any act required or authorised under any enactment to be
done by a liquidator is to be done by them jointly or by any one of
them, (ii) that the Joint Liquidators' remuneration be fixed at
their normal charging rates, which may be amended from time to
time, by reference to the time properly given by the Joint
Liquidators and their staff in attending to matters arising in the
winding up and that they be authorised to draw their remuneration
on account at such intervals as they may determine, and (iii) that
following any appointment of the Joint Liquidators becoming
effective, a Director of the Company be authorised to certify the
Joint Liquidators' appointment and send the certificate to the
Joint Liquidators forthwith (the "Ordinary Resolution").
The final voting figures for the meeting are shown in the table
below:
Resolution Votes Votes Votes Votes Votes Votes cast Votes
for* for % against against validly as % of withheld**
% cast shares with
voting rights***
Special
Resolution 2,917,376 55.70% 2,320,312 44.30% 5,237,761 25.00% 1,620
---------- ------- ---------- --------- ---------- ------------------ ------------
Ordinary
Resolution 2,914,816 55.65% 2,322,700 44.35% 5,237,589 25.00% 1,792
---------- ------- ---------- --------- ---------- ------------------ ------------
Notes
* "Votes for" includes those votes giving discretion to the
Chairman
** "Votes withheld" do not count toward votes cast "for" or
"against" a resolution
*** As at 15 August 2019, the Company had 20,949,671 ordinary
shares in issue
Background and liquidity
In its announcements of 16 July 2019 and 26 July 2019 (the
"Announcements"), Avocet advised its shareholders that:
"the Company's residual cash resources provide headroom only for
a few weeks of running costs",
and that:
"before the Company has exhausted its own cash resources, the
Board will, in order to avoid an insolvent liquidation, immediately
seek to obtain approval of the resolutions required for a members'
voluntary liquidation to be implemented and as such, preparations
for the implementation thereof will continue".
In the announcement of 26 July 2019, the shareholders were also
advised that, in the event that any of the resolutions were not
passed at the General Meeting, the proposed members' voluntary
liquidation would not be implemented. The announcement also stated
that this would leave the Board, given the Company's liquidity
position, with no option other than to immediately pursue a formal
insolvency process by appointing administrators to the Company.
In the Announcements, the Company stated that: "[t]he Board is
open to, in the short term, explore viable investment opportunities
(if any) for the Company; a prerequisite for the Board to advance a
possible investment opportunity, is that it be accompanied by new
sources of funding, as such a process cannot be financed from the
Company's own cash resources".
At the date of the announcement of 26 July 2019, the Company had
not received a viable, funded investment proposal. The Board
continued to be open to any such proposal that might be received
prior to the General Meeting. However, in the period between 26
July 2019 and the date of the General Meeting, no such proposals
had been received by the Company.
The Company shall now pursue a formal insolvency process by way
of an administration. Until the Company has been placed into
administration, the Board remains open to explore viable funded
investment opportunities. A further announcement will be made in
due course.
- END -
FOR FURTHER INFORMATION PLEASE CONTACT
Avocet Mining PLC Blytheweigh Financial PR
Boudewijn Wentink, CEO Tim Blythe
Yolanda Bolleurs, CFO Camilla Horsfall
Megan Ray
+44 203 709 2570 +44 207 138 3204
NOTES TO EDITORS
Avocet Mining PLC is a gold mining and exploration company
listed on the London Stock Exchange (ticker: AVM.L) and the Oslo
Børs (ticker: AVM.OL).
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
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