RM2 International SA Results of General Meeting (7817C)

TIDMRM2

RNS Number : 7817C

RM2 International SA

20 October 2015

20 October 2015

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, THE REPUBLIC OF IRELAND AND JAPAN OR IN ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE LAW.

This announcement is not an offer to sell or a solicitation to buy securities in any jurisdiction, including the United States, Canada, Australia, the Republic of South Africa, the Republic of Ireland or Japan. Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction. Securities may not be offered for sale in the United States absent registration or an exemption from registration.

RM2 International S.A.

("RM2" or the "Company")

Results of General Meeting

RM2 (LSE-AIM: RM2) is pleased to announce that at the General Meeting held today all the proposed resolutions in connection with the Placing announced by the Company on 30 September 2015 were duly passed.

In addition, further to the announcement made by the Company on 1 October 2015, Verlinvest S.A. has confirmed that it has obtained the approval of its board to participate in the Placing in full meaning that the total number of Placing Shares to be issued by RM2 is 75,000,000.

The Company has applied to the London Stock Exchange for the Placing Shares to be admitted to trading on AIM. It is expected that Admission will occur at 8.00 a.m. on 21 October 2015.

Following Admission of the Placing Shares to trading on AIM, the total number of issued Ordinary Shares will be 398,030,156. The total number of Ordinary Shares with voting rights will be 397,687,822 and 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, the Company.

Upon Admission, the Placing Shares will be issued, credited as fully paid and will rank pari passu in all respects with the existing Ordinary Shares of the Company.

Contacts

For further details, please contact:

 
 RM2 International S.A.         [phone] 
 John Walsh, Chief Executive 
  Officer 
  Jean-Francois Blouvac, 
  Chief Financial Officer 
 

Ruari McGirr, Head of Planning and Communication

 
 RBC Capital Markets    [phone] 
 Tristan Lovegrove 
  Pierre Schreuder 
  Ema Jakasovic 
 
 
 Citigate Dewe Rogerson    [phone] 
 Simon Rigby 
  Kevin Smith 
  Ellen Wilton 
 

The material set forth herein is for informational purposes only and does not constitute an offer of securities for sale in the United States or any other jurisdiction in which such an offer or solicitation is unlawful. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), or the laws of any state, and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state laws. No public offering of securities will be made in the United States.

This announcement has been issued by and is the sole responsibility of the Company. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by RBC or by any of its affiliates or agents as to, or in relation to, the accuracy or completeness of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly disclaimed.

RBC, which is authorised and regulated in the United Kingdom by the FCA, is acting for the Company and for no-one else in connection with the Placing and will not be responsible to any person other than the Company for providing the protections afforded to its clients or for providing advice to any other person in relation to the Placing or any other matter referred to in this announcement.

Definitions used in this announcement

 
 Admission         the admission of the Placing Shares 
                    to trading on AIM becoming effective 
                    (pursuant to Rule 6 of the AIM Rules 
                    for Companies); 
 AIM               the AIM market of the London Stock 
                    Exchange; 
 AIM Rules         the rules for AIM companies and their 
                    nominated advisers issued by the 
                    London Stock Exchange; 
 Company or        RM2 International S.A.; 
  RM2 
 FCA               the Financial Conduct Authority; 
 General Meeting   the extraordinary general meeting 
                    of RM2 that was held at 5 Rue de 
                    la Chapelle, Luxembourg, L-1352, 
                    Luxembourg at 7 a.m. BST / 8 a.m. 
                    CET on 20 October 2015 at which the 
                    Shareholder Resolutions were passed; 
 London Stock      the London Stock Exchange plc; 
  Exchange 
 Ordinary Shares   ordinary shares of US$0.01 each in 
                    the capital of RM2; 
 Placing           the placing of the Placing Shares 
                    on the terms of the announcement 
                    made by the Company on 30 September 
                    2015; 
 Placing Shares    the 75,000,000 Ordinary Shares to 
                    be issued by RM2 pursuant to the 
                    Placing; 
 RBC               RBC Europe Limited (trading as RBC 
                    Capital Markets); 
 Securities        the US Securities Act of 1933 as 
  Act               amended; 
 Shareholders      holders of Ordinary Shares; and 
 Shareholder       the resolutions to authorise the 
  Resolutions       Company to disapply existing Shareholders' 
                    pre-emption rights in relation to 
                    the issue of the Placing Shares, 
                    which were passed at the General 
                    Meeting. 
 

Notes to Editors

RM2 International S.A. specialises in pallet development, manufacture, supply and management to establish a leading presence in global pallet supply and improve the supply chain of manufacturing and distribution businesses through the effective and efficient use and management of composite pallets. It is quoted on the AIM market of the London Stock Exchange under the symbol RM2.L.

For further information, please visit www.rm2.com

This information is provided by RNS

The company news service from the London Stock Exchange

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October 20, 2015 02:42 ET (06:42 GMT)