Results of General Meeting

By

Regulatory News | 15 Aug, 2019

Updated : 16:01

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 for*

 

Votes for %

Votes against

Votes against %

Votes validly cast

Votes cast as % of shares with voting rights***

Votes withheld**

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

Yolanda Bolleurs, CFO
 

Tim Blythe

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).

 


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