Notice of GM
19 August 2021
International Personal Finance plc ("IPF" or "the Company")
Notice of General Meeting in respect of the proposed delisting from WSE and associated tender offer for Polish shareholders
IPF today announces its intention to withdraw its ordinary shares of 10 pence each ("Ordinary Shares") from trading on the main market operated by the Warsaw Stock Exchange ("WSE") ("Delisting") so that its Ordinary Shares will no longer be tradeable on the WSE. The Company will retain its listing to the premium segment of the Official List maintained by the Financial Conduct Authority and the admission of its Ordinary Shares to trading on the Main Market of the London Stock Exchange ("LSE").
In order for the Company to be able to effect the Delisting of the Ordinary Shares from the WSE, it is required under Polish law to offer to purchase, by way of a tender offer, those of its Ordinary Shares that are traded on the WSE and that are held by those shareholders whose Ordinary Shares have been acquired as a result of transactions concluded on the regulated market operated by the WSE and are recorded in securities accounts kept in the territory of the Republic of Poland as at the end of the day on 21 August 2021 ("Eligible Shareholders") ("Tender Offer"). Because the Tender Offer will involve an "off-market" share buyback for the purposes of the UK Companies Act 2006 (" the Act"), the Company will be seeking the approval of its shareholders for such buyback, in accordance with the Act.
A circular containing the details of the Delisting and the Tender Offer and containing a notice of general meeting ("Notice of General Meeting") ("Circular") is expected to be posted to shareholders later today. The General Meeting will be held at 11:00 a.m. on Thursday, 16 September 2021 at the Company's registered office at Number Three Leeds City Office Park, Meadow Lane, Leeds, West Yorkshire, LS11 5BD. Shareholders are invited to vote on the proposed special resolution to approve the Tender Offer in accordance with the Act, in order to facilitate the Delisting.
The Circular will be made available shortly on the Company's website at www.ipfin.co.uk and will be submitted to the National Storage Mechanism where it will shortly be available to view at http://data.fca.org.uk/#/nsm/nationalstoragemechanism.
In light of ongoing Covid-19 guidance, attendance at the General Meeting shall be restricted and therefore shareholders are encouraged not to attend the General Meeting in person, but to appoint the Chairman of the meeting as their proxy instead and to give instructions on how they wish the Chairman to vote on the proposed resolution.
Details of the resolution to be put to the meeting are contained in the Notice of the General Meeting.
Shareholders should read the whole of the Circular and not only rely on the information set out in this announcement.
Person responsible for arranging the publication of this notice:
Laura Dobson (Company Secretary) +44 (0) 113 539 5466
Legal Entity Identifier: 213800II1O44IRKUZB59