LMS Capital PLC Results of General Meeting (3619H)
17 August 2016 - 2:36AM
UK Regulatory
TIDMLMS
RNS Number : 3619H
LMS Capital PLC
16 August 2016
16 August 2016
This announcement does not constitute an offer to purchase, or
solicitation of an offer to sell, Ordinary Shares.
LMS Capital plc
Results of General Meeting
Announcement of Tender Offer Price and Basic Entitlement
LMS Capital plc (the "Company") announces that, at its general
meeting: (i) the resolution regarding the change to the Company's
investment policy as described in the circular to shareholders
dated 27 July 2016 (the "Circular") was passed as an ordinary
resolution; (ii) the resolution to approve the waiver of Rule 9 of
the City Code on Takeovers and Mergers in connection with the
Tender Offer (the "Rule 9 Waiver Resolution") was passed as an
ordinary resolution; and (iii) the resolution to authorise the
Company to make purchases of Ordinary Shares in connection with the
Tender Offer (the "Repurchase Resolution") was passed as a special
resolution (together, the "Resolutions").
Total votes cast
Resolution For/ discretionary* Against Votes withheld** Number % of issued
(number/%)* (number/%)* (number) share
capital
represented
by the
votes cast
1. Change
to investment
policy 60,388,161 6,940,946 80,434 67,329,107 65.00%
(89.69%) (10.31%)
2. Rule
9 Waiver
Resolution*** 31,011,478 2,107,752 880,885 33,119,230 31.97%
(93.64%) (6.36%)
3. Repurchase
Resolution 64,489,575 1,886,021 1,016,725 66,375,596 64.08%
(97.16%) (2.84%)
* Percentages are expressed as a proportion of the total votes
cast.
** A vote withheld is not a vote in law and is not counted in
the calculation of the votes "for" or "against" the Resolutions,
nor in the calculation of the total votes cast.
*** The Concert Party did not vote on this resolution.
The results of the general meeting (including this information)
will shortly be available on the Company's website at
www.lmscapital.com.
In accordance with the UK Financial Conduct Authority's Listing
Rules, a copy of the Resolutions will shortly be submitted to the
National Storage Mechanism and will be available at
www.morningstar.co.uk/uk/NSM.
Tender Offer Price and Basic Entitlement
As described in the Circular, the Company has calculated the
Tender Offer Price based on the unaudited net asset value of the
Company as at 30 June 2016 less 5 per cent.
The Tender Offer Price has been calculated by dividing this
discounted net asset value by the number of Ordinary Shares in
issue as at the close of business on the date of the general
meeting (which was 103,584,592 Ordinary Shares).
The Tender Offer Price is 84 pence and the Basic Entitlement is
6.9%.
The Tender Offer opens on 17 August 2016 and the latest time and
date for receipt of Tender Forms and Share Certificates (or TTE
instructions) in relation to the Tender Offer is 1.00 p.m. on 31
August 2016.
Capitalised terms used in this announcement (unless otherwise
defined) have the same meaning as given to them in the
Circular.
For further information please contact:
LMS Capital plc 020 7935 3555
J.P. Morgan Cazenove 0207 742 4000
Michael Wentworth-Stanley
MHP Communications 020 3128 8100
Katie Hunt
Isabelle Grainger
J.P. Morgan Securities plc, which conducts its UK investment
banking business as J.P. Morgan Cazenove, is authorised by the
Prudential Regulation Authority and regulated by the Prudential
Regulation Authority and the Financial Conduct Authority and is
acting for the Company and no one else in connection with the
Proposals and will not be responsible to anyone other than the
Company for providing the protections afforded to its clients nor
for providing advice in connection with the Proposals.
J.P. Morgan Limited is authorised and regulated by the Financial
Conduct Authority and is acting for the Company and no one else in
connection with the Waiver and the Rule 9 Waiver Resolution and
will not be responsible to anyone other than the Company for
providing the protections afforded to its clients nor for providing
advice in connection with the Waiver and the Rule 9 Waiver
Resolution.
Apart from the responsibilities and liabilities, if any, which
may be imposed on J.P. Morgan Cazenove by FSMA, the FS Act, or the
regulatory regimes established thereunder, J.P. Morgan Cazenove
accepts no responsibility whatsoever for the contents of this
announcement or the Circular and disclaims all and any liability
whether arising in tort, contract or otherwise (save as referred to
above) which it might otherwise have in respect of this
announcement or the Circular.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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August 16, 2016 12:36 ET (16:36 GMT)