TIDMUTG
RNS Number : 4518G
Unite Group PLC
23 July 2019
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE
UNITED STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER
JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION
WOULD BE UNLAWFUL.
23 July 2019
THE UNITE GROUP PLC (THE "COMPANY" OR "UNITE")
GENERAL MEETING - VOTING RESULTS
Following the Company's announcement on 4 July in relation to
the publication of a circular and notice of General Meeting in
connection with the acquisition of Liberty Living Group Plc by
Unite (the "Acquisition"), the Company is pleased to announce that
the resolution was duly passed on a show of hands at the General
Meeting held earlier today. The Acquisition is expected to complete
early in Q4 2019 and is conditional on Competition and Markets
Authority's clearance.
Details of the proxy votes for the General Meeting are as
follows:
For Against
Resolution Votes* % Votes Votes % Votes Votes Withheld
Cast Cast *** **
---------------------------- ------------ -------- ------ ---------- ---------------
Approval of the
Acquisition and
allotment of Consideration
1 Shares 246,126,829 100.00 2,518 0.00 12,128
---------------------------- ------------ -------- ------ ---------- ---------------
* Includes those votes giving the Chairman discretion.
** A "Vote Withheld" is not a vote in law and is not counted in
the calculation of "For" and "Against" a resolution.
***0.0001 rounded to 0.00 for consistency
Maximum number of shares represented by proxy: 246,141,475
shares
Number of ordinary shares in issue as at the date of the General
Meeting (no shares held in treasury): 290,314,503 shares
Pursuant to UK Listing Rule 9.6.2R, copy of the above
resolution, adopted at the General Meeting will be shortly
submitted to the National Storage Mechanism and will be available
for inspection at http://www.morningstar.co.uk/uk/NSM.
The full text of the resolution passed at the General Meeting
can be found here in the Notice of General Meeting, included in the
shareholder circular, on the Company's website.
For further information, please contact:
Unite Students
Christopher Szpojnarowicz, Company Secretary +44 (0) 117 302 7120
J.P. Morgan Cazenove (Joint Financial Adviser and Joint Bookrunner)
Robert Constant
Bronson Albery
Barry Meyers
Kristof Vashegyi +44 (0) 20 7742 4000
Numis (Sole Sponsor, Joint Financial Adviser and Joint Bookrunner)
Heraclis Economides
Ben Stoop
Oliver Hardy +44 (0) 20 7260 1000
Powerscourt (PR Adviser to Unite)
Justin Griffiths
Victoria Heslop +44 (0) 20 7250 1446
IMPORTANT NOTICE
The distribution of this announcement and any proposed offering,
placing and/or issue of the securities referred to herein in
certain jurisdictions may be restricted by law. No action has been
taken by the Company, the Banks or any of their respective
affiliates that would permit an offer of securities or possession
or distribution of this announcement or any other offering or
publicity material relating to securities in any jurisdiction where
action for that purpose is required. Persons into whose possession
this announcement comes are required by the Company and the Banks
to inform themselves about and to observe any such
restrictions.
This announcement is for information purposes only and shall not
constitute an offer to sell or issue or the solicitation of an
offer to buy, subscribe for or otherwise acquire securities in any
jurisdiction in which any such offer or solicitation would be
unlawful. Any failure to comply with this restriction may
constitute a violation of the securities laws of such
jurisdictions.
This announcement or any part of it does not constitute or form
part of any offer to issue or sell, or the solicitation of an offer
to acquire, purchase or subscribe for, any securities in the United
States (including its territories and possessions, any state of the
United States and the District of Columbia) (the "United States" or
"US"), Canada, Australia, South Africa, Japan or any other
jurisdiction in which the same would be unlawful. No public
offering of securities is being made in any such jurisdiction.
The securities referred to herein have not been and will not be
registered under the US Securities Act of 1933, as amended (the
"Securities Act"), or under the securities laws or with any
securities regulatory authority of any state or other jurisdiction
of the United States, and accordingly may not be offered, sold,
pledged or transferred, directly or indirectly, in, into or within
the United States except pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act and the securities laws of any relevant state or
jurisdiction of the United States. There is no intention to
register any portion of any offering in the United States or to
conduct a public offering of securities in the United States.
This announcement may contain "forward-looking statements" with
respect to certain of the Company's plans and its current goals and
expectations relating to its future financial condition,
performance, strategic initiatives, objectives and results.
Forward-looking statements sometimes use words such as "aim",
"anticipate", "target", "expect", "estimate", "intend", "plan",
"goal", "believe", "seek", "may", "could", "outlook" or other words
of similar meaning. By their nature, all forward-looking statements
involve risk and uncertainty because they relate to future events
and circumstances which are or may be beyond the control of Uganda
and/or Lima and which could cause actual results of trends to
differ materially, including, but not limited to, domestic and
global economic business conditions; market-related risks such as
fluctuations in interest rates; the policies and actions of
governmental and regulatory authorities; the effect of competition,
inflation and deflation; the effect of legislative, fiscal, tax and
regulatory developments in the jurisdictions in which Uganda and
Lima and its respective affiliates operate; the effect of
volatility in the equity, capital and credit markets on
profitability and ability to access capital and credit; a decline
in credit ratings of Uganda and/or Lima; the effect of operational
risks; an unexpected decline in turnover, rental income or the
value of all or part of Uganda's or Lima's property portfolio; any
limitations of internal financial reporting controls; and the loss
of key personnel. Any forward-looking statements made in this
announcement by or on behalf of the Company speak only as of the
date they are made. Except as required by applicable law or
regulation, the Company expressly disclaims any obligation or
undertaking to publish any updates or revisions to any
forward-looking statements contained in this announcement to
reflect any changes in the Company's expectations with regard
thereto or any changes in events, conditions or circumstances on
which any such statement is based.
No statement in this announcement is intended to be a profit
forecast, and no statement in this announcement should be
interpreted to mean that earnings or earnings per share of Uganda
or Lima for the current or future financial years would necessarily
match or exceed the historical published earnings or earnings per
share of Uganda or Lima.
J.P. Morgan Securities plc, which conducts its UK investment
banking activities as J.P. Morgan Cazenove, and which is authorised
by the Prudential Regulation Authority and regulated in the United
Kingdom by the Financial Conduct Authority (the "FCA") and the
Prudential Regulation Authority, is acting for the Company in
connection with the Placing and the Acquisition and no-one else and
will not be responsible to anyone other than the Company for
providing the protections afforded to clients of J.P. Morgan
Securities plc nor for providing advice in relation to the Placing
or the Acquisition or any other matter referred to in this
announcement.
Numis Securities Limited, which is authorised and regulated in
the United Kingdom by the FCA, is acting for the Company in
connection with the Placing and the Acquisition and no-one else and
will not be responsible to anyone other than the Company for
providing the protections afforded to clients of Numis Securities
Limited nor for providing advice in relation to the Placing or the
Acquisition or any other matter referred to in this
announcement.
No representation or warranty, express or implied, is or will be
made as to, or in relation to, and no responsibility or liability
is or will be accepted by the Banks or by any of their respective
affiliates or their or their respective affiliates' agents,
directors, officers and employees, respectively, as to, or in
relation to, the accuracy or completeness of this announcement or
any other written or oral information made available to or publicly
available to any interested party or its advisers, and any
liability therefor is expressly disclaimed.
This announcement does not constitute a recommendation
concerning any investor's options with respect to the proposed
Placing. The price of shares and any income expected from them may
go down as well as up and investors may not get back the full
amount invested upon disposal of the shares. Past performance is no
guide to future performance. The contents of this announcement are
not to be construed as legal, business, financial or tax advice.
Each investor or prospective investor should consult his, her or
its own legal adviser, business adviser, financial adviser or tax
adviser for legal, financial, business or tax advice.
Neither the content of the Company's website nor any website
accessible by hyperlinks on the Company's website is incorporated
in, 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
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