Fitbug Holdings PLC Result of AGM & Result of General Meeting (0385F)

TIDMFITB

RNS Number : 0385F

Fitbug Holdings PLC

22 July 2016

Fitbug Holdings Plc / Epic: FITB.L / Index: AIM / Sector: Leisure

22 July 2016

FITBUG HOLDINGS PLC ('FITBUG' OR 'THE COMPANY')

Result of Annual General Meeting and Result of General Meeting

Annual General Meeting

Fitbug Holdings Plc, the AIM quoted technology developer and digital wellness pioneer, is pleased to announce that at its Annual General Meeting held earlier today, all resolutions were duly passed.

General Meeting

The Company also announces that at the General Meeting, held earlier today, all resolutions set out in the Notice of General Meeting were duly passed.

Consequently, the Company has raised a total of GBP2,611,066 before expenses.

Subdivision

Each of the existing shares of 1p each have been subdivided into one New Ordinary Share of 0.1p and one Deferred Share of 0.9p.

Indebtedness

Further to the announcement of 21 July 2016, conditional on Admission, the Company will have loans outstanding to NW1 totalling GBP1,915,275.

Of this amount, GBP500,000 is in the form of a secured loan note repayable on 31 July 2018 carrying interest of 4 per cent. per year over the Bank of England base rate, and GBP1,076,275 will be in the form of a secured loan note repayable on 31 July 2019, again carrying interest of 4 per cent. per year over the Bank of England base rate.

These secured loan notes carry rights, exercisable at NW1's sole discretion, to subscribe for up to an aggregate of GBP1,576,275 of New Ordinary Shares at the Issue Price for a period of 5 years from the date of issue. These subscription rights are transferable and capable of being exercisable in cash immediately provided such exercise does not result in the Concert Party's holding, or the holding of any other holder of such subscription rights and any person with whom such holder of subscription rights is acting in concert (as such term is defined in the City Code), in aggregate, being over 49.9 per cent. of the then issued share capital.

Total Voting Rights

Application has been made to the London Stock Exchange for 1,231,366,968 New Ordinary Shares of 0.1p, being the Enlarged Share Capital, to be admitted to trading on AIM on 25 July 2016 at 8.00 a.m.

Following Admission, the Company's total issued share capital will comprise 1,231,366,968 New Ordinary Shares with voting rights. This figure 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, securities of the Company under the FCA's Disclosure and Transparency Rules. The New Ordinary Shares will rank pari passu in all respects with the Existing Ordinary Shares in issue, including the right to receive all dividends and other distributions declared.

Defined terms used in this announcement will have the meanings (unless the context otherwise requires) set out in the circular dated 29 June 2016, which is available on the Company's website www.fitbug.com

**ENDS**

 
 Anna Gudmundson / Donald 
  Stewart                        Fitbug Holdings Plc          020 7449 1000 
------------------------------  ---------------------------  -------------- 
 Marc Milmo/ Catherine           Cantor Fitzgerald Europe, 
  Leftley                         Nomad and Joint Broker      020 7894 7000 
------------------------------  ---------------------------  -------------- 
 Claire Louise Noyce / 
  William Lynne / Niall          Hybridan LLP, Joint 
  Pearson                         Broker                      020 3764 2341 
------------------------------  ---------------------------  -------------- 
 Elisabeth Cowell / Charlotte    St Brides Partners 
  Heap                            Ltd, Public Relations       020 7236 1177 
------------------------------  ---------------------------  -------------- 
 

Notes

About Fitbug(R)

Fitbug is a leading provider of online health and well-being services which is pioneering an innovative 'Digital Wellness' model to help individuals to improve their lifestyles by making realistic changes to their daily routine. It combines activity tracking devices, which provide an understanding of each user's daily activity achievements, with mobile and web technology, which provides users with personalised weekly activity and nutrition targets, feedback, advice and encouragement to achieve "wellness". This is centred on four key areas: stress, sleep, nutrition and activity.

Its "Kiqplan"TM digital health coaching platform is designed to make wearable technology relevant to new audiences and take the "so what?" out of activity tracking by providing structured action plans to help people achieve their wellness goals.

The Company is primarily focussed on the B2B market, mainly mid-to-large cap corporations and insurance brokers / health insurers, where significant growth opportunities have been identified, particularly in the UK and US. An important part of the Company's focus is on building strategic relationships with organisations, which can integrate Fitbug or Kiqplan into their own service/product offerings or resell to their customer base. For more information, visit www.fitbug.com and www.kiqplan.com

This information is provided by RNS

The company news service from the London Stock Exchange

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July 22, 2016 11:05 ET (15:05 GMT)