PROACTIS Holdings PLC Result of General Meeting and Total Voting Rights (5892M)

TIDMPHD

RNS Number : 5892M

PROACTIS Holdings PLC

31 July 2017

PROACTIS Holdings Plc

Result of General Meeting

and Total Voting Rights

PROACTIS Holdings Plc ("PROACTIS" or the "Company"), the specialist spend management solution provider, is pleased to announce that all the Resolutions put to Shareholders at the General Meeting of the Company, held earlier today, were duly passed.

The Resolutions were required to approve, inter alia, the acquisition of Perfect Commerce, LLC (the "Acquisition") for an aggregate consideration of up to $132.5 million (approximately GBP102.4 million), together with the issue of Placing Shares to raise gross proceeds of GBP70.0 million pursuant to the Placing. The Acquisition constitutes a reverse takeover by the Company under Rule 14 of the AIM Rules and therefore required approval by Shareholders at a General Meeting.

Application has been made by the Company for the 42,424,243 Placing Shares to be admitted to trading on AIM ("Admission"). It is expected that Admission will occur and dealings in the Placing Shares will commence on 1 August 2017.

Following Admission, the total number of Shares in issue will be 92,662,789. There are no Shares held in treasury. Accordingly, the total number of voting rights in the Company on Admission will be 92,662,789. This figure may be used by Shareholders as the denominator for the calculations to 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.

Following the passing of the Resolutions put to Shareholders at the General Meeting, the receipt of funds by the Company pursuant to the Placing and the drawdown of the New Facilities, completion of the Acquisition ("Completion") is expected to occur after 6.30 p.m. on 4 August 2017, subject to the satisfaction or waiver (if applicable) of any other outstanding conditions.

The Company will make a further announcement once Completion has occurred.

Following, inter alia, Completion, it is expected that the trading of the Existing Shares and the Placing Shares on AIM will be cancelled (immediately prior to Re-admission) and the Enlarged Share Capital will be re-admitted to trading on AIM. Application will be made by the Company for the Enlarged Share Capital to be re-admitted to trading on AIM and it is expected that Re-admission will occur and dealings will commence by 8.00 a.m. on 7 August 2017.

Defined terms used in this announcement have the meaning (unless the context otherwise requires) as set out in the Admission Document which is available on the Company's website www.proactis.co.uk. This announcement should be read in conjunction with the Admission Document published by the Company on 7 July 2017.

Enquiries:

 
 PROACTIS Holdings PLC 
 Tim Sykes, Chief Financial Officer    Via Redleaf Communications 
 Redleaf Communications 
 Elisabeth Cowell 
  Sam Modlin                           0207 382 4730 
 
 finnCap Ltd 
  Corporate Finance 
  Stuart Andrews 
  Carl Holmes 
  Emily Watts 
  Simon Hicks 
 
  Corporate Broking 
  Simon Johnson 
  Stephen Norcross 
  Alice Lane                           0207 220 0500 
 
 

Notes to Editors:

PROACTIS creates, sells and maintains specialist software which enables organisations to streamline, control and monitor all internal and external expenditure, other than payroll. PROACTIS is used in approximately 800 organisations around the world from the commercial, public and not-for-profit sectors.

PROACTIS is headquartered in Wetherby, West Yorkshire. It develops its own software using an in-house team of developers and sells through both direct and indirect channels via a number of Accredited Channel Partners.

PROACTIS floated on the AIM market of the London Stock Exchange in June 2006.

This information is provided by RNS

The company news service from the London Stock Exchange

END

MSCBGGDRIUXBGRB

(END) Dow Jones Newswires

July 31, 2017 07:00 ET (11:00 GMT)