TIDMXLM
RNS Number : 5443U
XLMedia PLC
06 April 2021
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED
STATES (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE
UNITED STATES OR THE DISTRICT OF COLUMBIA), CANADA, AUSTRALIA,
JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER
JURISDICTION IN WHICH THE SAME WOULD BE UNLAWFUL. PLEASE SEE THE
IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.
THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT (THE
"ANNOUNCEMENT") IS DEEMED BY THE GROUP TO CONSTITUTE INSIDE
INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU)
NO. 596/2014, AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE
EUROPEAN UNION (WITHDRAWAL) ACT 2018. UPON PUBLICATION OF THIS
ANNOUNCEMENT, THIS INFORMATION IS NOW CONSIDERED TO BE IN THE
PUBLIC DOMAIN.
6 April 2021
XLMedia PLC
("XLMedia" or the "Group" or the "Company")
Results of General Meeting & Open Offer
Total Voting Rights
XLMedia (AIM: XLM), a leading global digital performance
publisher , is pleased to announce that at the General Meeting held
earlier today, all Resolutions proposed were duly passed by
Shareholders.
Furthermore, the Open Offer closed for acceptances at 11.00 a.m.
on 1 April 2021 with final valid applications from Qualifying
Shareholders received in respect of 34,244,714 Open Offer Shares.
Accordingly, the excess Open Offer applications have been scaled
back to the allocation of 7,503,200 Open Offer Shares.
Accordingly, the Company will raise a total of approximately
GBP27.0 million (before expenses) through the Placing, Subscription
and Open Offer and has thus issued and allotted 67,503,200 New
Shares as part of the Placing, Subscription and Open Offer. An
application has been made for the 48,790,334 Second Placing Shares,
Second Subscription Shares and Open Offer Shares to be admitted to
trading on AIM, which is expected to take place at 8.00 a.m. on 7
April 2021.
Following Second Admission, the Company's issued share capital
will comprise 262,586,405 ordinary shares, of which none are held
in treasury. The above figure of 262,586,405 may be used by
shareholders as the denominator for the calculations by which they
will determine if they are required to notify their interest in, or
a change to their interest in, the voting rights of the Company
under the FCA's Disclosure Guidance and Transparency Rules.
Unless otherwise defined herein, capitalised terms used in this
announcement shall have the same meanings as defined in the
circular sent to shareholders of the Company on 19 March 2021.
Details of the proxy votes received on each resolution by
XLMedia's Registrar are set out below:
Resolution For & Against Withheld Total votes
Discretionary cast
Number % Number % Number
of votes of votes of votes
-------------------- ----------- ------- ---------- ------ ---------- ------------
Ordinary resolution
to authorise
the directors
1 to allot shares 70,174,727 95.88% 3,015,466 4.12% 18,025 73,190,193
-------------------- ----------- ------- ---------- ------ ---------- ------------
Special resolution
to authorise
the directors
to disapply
pre-emption
2 rights 69,815,866 95.38% 3,374,327 4.62% 18,025 73,190,193
-------------------- ----------- ------- ---------- ------ ---------- ------------
Special resolution
to authorise
the directors
to disapply
pre-emption
3 rights 70,037,235 95.69% 3,152,958 4.31% 18,025 73,190,193
-------------------- ----------- ------- ---------- ------ ---------- ------------
For further information, please contact:
XLMedia plc ir@xlmedia.com
Stuart Simms, Chief Executive Officer
Iain Balchin, Chief Financial Officer
Kieran McKinney, Investor Relations
www.xlmedia.com
Vigo Communications Tel: 020 7390 0233
Jeremy Garcia
www.vigocomms.com
Cenkos Securities plc (Nomad and Joint Tel: 020 7397 8900
Broker)
Giles Balleny / Max Gould
www.cenkos.com
Berenberg (Joint Broker) Tel: 020 3207 7800
Mark Whitmore / James White / Tejas
Padalkar
www.berenberg.com
Notes:
XLMedia is a leading global digital performance publisher.
Operating globally across a variety of verticals including online
gambling, personal finance and sports, the Group has established
proprietary tools and methodologies to identify and target high
value consumers on behalf of its customers, brands and
operators.
XLMedia has a clear strategic objective through the:
-- Management of a balanced portfolio of online assets covering
a range of attractive geographie s and verticals
-- Concentration on a much smaller number of publishing assets
that are content-rich, engaging and underpinned by intelligent
technology, which seek to build stronger lasting relationships with
consumers and enhance monetisation opportunities
IMPORTANT NOTICES
This Announcement is not for publication or distribution,
directly or indirectly, in or into the United States of America.
This announcement is not an offer of securities for sale into the
United States. The securities referred to herein have not been and
will not be registered under the U.S. Securities Act of 1933, as
amended, and may not be offered or sold in the United States,
except pursuant to an applicable exemption from registration. No
public offering of securities is being made in the United
States.
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END
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