PROACTIS Holdings PLC Result of General Meeting and Total Voting Rights (5892M)
July 31 2017 - 7:00AM
UK Regulatory
TIDMPHD
RNS Number : 5892M
PROACTIS Holdings PLC
31 July 2017
PROACTIS Holdings Plc
Result of General Meeting
and Total Voting Rights
PROACTIS Holdings Plc ("PROACTIS" or the "Company"), the
specialist spend management solution provider, is pleased to
announce that all the Resolutions put to Shareholders at the
General Meeting of the Company, held earlier today, were duly
passed.
The Resolutions were required to approve, inter alia, the
acquisition of Perfect Commerce, LLC (the "Acquisition") for an
aggregate consideration of up to $132.5 million (approximately
GBP102.4 million), together with the issue of Placing Shares to
raise gross proceeds of GBP70.0 million pursuant to the Placing.
The Acquisition constitutes a reverse takeover by the Company under
Rule 14 of the AIM Rules and therefore required approval by
Shareholders at a General Meeting.
Application has been made by the Company for the 42,424,243
Placing Shares to be admitted to trading on AIM ("Admission"). It
is expected that Admission will occur and dealings in the Placing
Shares will commence on 1 August 2017.
Following Admission, the total number of Shares in issue will be
92,662,789. There are no Shares held in treasury. Accordingly, the
total number of voting rights in the Company on Admission will be
92,662,789. This figure may be used by Shareholders as the
denominator for the calculations to 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.
Following the passing of the Resolutions put to Shareholders at
the General Meeting, the receipt of funds by the Company pursuant
to the Placing and the drawdown of the New Facilities, completion
of the Acquisition ("Completion") is expected to occur after 6.30
p.m. on 4 August 2017, subject to the satisfaction or waiver (if
applicable) of any other outstanding conditions.
The Company will make a further announcement once Completion has
occurred.
Following, inter alia, Completion, it is expected that the
trading of the Existing Shares and the Placing Shares on AIM will
be cancelled (immediately prior to Re-admission) and the Enlarged
Share Capital will be re-admitted to trading on AIM. Application
will be made by the Company for the Enlarged Share Capital to be
re-admitted to trading on AIM and it is expected that Re-admission
will occur and dealings will commence by 8.00 a.m. on 7 August
2017.
Defined terms used in this announcement have the meaning (unless
the context otherwise requires) as set out in the Admission
Document which is available on the Company's website
www.proactis.co.uk. This announcement should be read in conjunction
with the Admission Document published by the Company on 7 July
2017.
Enquiries:
PROACTIS Holdings PLC
Tim Sykes, Chief Financial Officer Via Redleaf Communications
Redleaf Communications
Elisabeth Cowell
Sam Modlin 0207 382 4730
finnCap Ltd
Corporate Finance
Stuart Andrews
Carl Holmes
Emily Watts
Simon Hicks
Corporate Broking
Simon Johnson
Stephen Norcross
Alice Lane 0207 220 0500
Notes to Editors:
PROACTIS creates, sells and maintains specialist software which
enables organisations to streamline, control and monitor all
internal and external expenditure, other than payroll. PROACTIS is
used in approximately 800 organisations around the world from the
commercial, public and not-for-profit sectors.
PROACTIS is headquartered in Wetherby, West Yorkshire. It
develops its own software using an in-house team of developers and
sells through both direct and indirect channels via a number of
Accredited Channel Partners.
PROACTIS floated on the AIM market of the London Stock Exchange
in June 2006.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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