Catena Group PLC Result of GM, Admission of Shares & Change of name (9339X)
07 May 2021 - 7:35PM
UK Regulatory
TIDMCTNA
RNS Number : 9339X
Catena Group PLC
07 May 2021
7 May 2021
Catena Group plc
("Catena" or the "Company")
Results of General Meeting, Admission of Ordinary Shares, Change
of Company name
and
Total Voting Rights
Catena Group plc, announces that at its General Meeting held
earlier today, all resolutions were duly passed.
Resolutions 1 to 6 and Resolution 9 below were proposed as
ordinary resolutions whilst Resolutions 7 and 8 were proposed as
special resolutions. The authority granted by Resolutions 6 and 7
below will expire on 7 May 2022 or, if earlier, at the conclusion
of the Company's next annual general meeting.
RESOLUTIONS NO. OF VOTES % OF VOTES NO. OF % OF VOTES TOTAL VOTES NO. OF
FOR CAST (EXCLUDING VOTES AGAINST CAST (EXCLUDING CAST (EXCLUDING VOTES
VOTES WITHHELD) VOTES WITHHELD) VOTES WITHHELD) WITHHELD
ORDINARY RESOLUTIONS
----------------------------------------------------------------------------------------------------------------------
1) To approve
the Rule 9
waiver granted
by the Panel 8,771,242 100% 0 0% 8,771,242 140,020
------------- ----------------- --------------- ----------------- ----------------- ----------
2) To approve
the Acquisition 8,911,262 100% 0 0% 8,911,262 0
------------- ----------------- --------------- ----------------- ----------------- ----------
3) To appoint
Steven
Cracknell
as a director
of the Company 8,910,862 100% 400 0% 8,911,262 0
------------- ----------------- --------------- ----------------- ----------------- ----------
4) To appoint
Warren Pearson
as a director
of the Company 8,910,862 100% 400 0% 8,911,262 0
------------- ----------------- --------------- ----------------- ----------------- ----------
5) To appoint
Peter Rutter
as a director
of the Company 8,910,862 100% 400 0% 8,911,262 0
------------- ----------------- --------------- ----------------- ----------------- ----------
6) To authorise
the Directors
to allot the
Consideration
Shares, Placing
Shares and
Adviser
Warrants* 8,911,262 100% 0 0% 8,911,262 0
------------- ----------------- --------------- ----------------- ----------------- ----------
SPECIAL RESOLUTIONS
----------------------------------------------------------------------------------------------------------------------
7) Pursuant
to sections
570 and 571
of the Act,
to allot new
Ordinary Shares
for cash up
to a maximum
aggregate
nominal value
of
GBP548,803.43
** 8,910,812 100% 450 0% 8,911,262 0
------------- ----------------- --------------- ----------------- ----------------- ----------
8) Change
the Company
name to Insig
AI plc 8,910,862 100% 400 0% 8,911,262 0
------------- ----------------- --------------- ----------------- ----------------- ----------
ORDINARY RESOLUTION
9) To authorise
the Company
to make
payments
for loss of
office to
David Hillel,
John Zucker
and David
Coldbeck 7,357,806 100% 4087 0% 7,361,893 1,549,369
------------- ----------------- --------------- ----------------- ----------------- ----------
* In total up to a maximum aggregate nominal value of
GBP548,803.43 (representing approximately 55.63 per cent. of the
Enlarged Share Capital) in each case in accordance with section 551
of the Act
** (representing approximately 55.63 per cent. of the Enlarged
Share Capital) on a non pre-emptive basis provided that this power
shall be limited to: (i) the allotment of the Consideration Shares;
(ii) the allotment of new Ordinary Shares in connection with the
Placing; (iii) the allotment of new Ordinary Shares in connection
with the Adviser Warrants; and (iv) the allotment of the
Convertible Loan Note Shares
Admission
The Company has applied to the London Stock Exchange for the
following Ordinary Shares to be admitted to trading on AIM. It is
expected that Admission will occur at 8.00 a.m. on 10 May 2021.
Placing Shares 9,172,375
Consideration Shares 44,819,161
Convertible Loan Note Shares 2,000,000
Total Voting Rights
Following the issue of the new Ordinary Shares, the Company will
have 98,653,174 Ordinary Shares in issue, none of which will be
held in treasury. Accordingly, the total number of voting rights in
the Company will be 98,653,174 and shareholders may use this figure
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 Company under the FCA's Disclosure
Guidance and Transparency Rules.
Change of Name
Following the passing of Resolution 8 the change of the
Company's name to Insig AI plc has become effective. Application
will also be made for a change of TIDM to INSG which is expected to
become effective at 8.00 a.m. on Monday 10 May. The Company's
website address will be updated to the following: www.insg.ai
effective 7.00 a.m. on Monday 10 May . All information pursuant to
AIM Rule 26 will be available at this new website address.
Defined terms within this announcement shall have the meaning
ascribed to them in the Company's Admission Document dated 21 April
2021.
For further information, please visit www.catenagroup.co.uk or
contact:
Catena Group plc
Matthew Farnum-Schneider, Chief Executive + 44 (0)20 3744 0900
Zeus Capital Limited (Nominated Adviser &
Broker)
David Foreman / Rishi Majithia / James Hornigold +44 (0) 203 829 5000
SEC Newgate (Financial PR) +44 (0) 7540 106 366
Robin Tozer / Tom Carnegie catena@secnewgate.co.uk
* ENDS *
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