Westminster Group PLC Result of General Meeting & TVR (3460J)

TIDMWSG

RNS Number : 3460J

Westminster Group PLC

21 December 2020

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 7 OF THE MARKET ABUSE REGULATION NO. 596/2014 ("MAR"). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN

Westminster Group Plc

('Westminster', the 'Group' or the 'Company')

Result of General Meeting and Total Voting Rights

The Board of Westminster Group Plc, a leading supplier of managed services and technology-based security solutions worldwide, is pleased to announce that at the General Meeting held earlier today, all resolutions were duly passed by shareholders.

Accordingly, the Share Capital Reorganisation and the Placing, which raised gross proceeds of GBP5.0 million, have been approved.

Application has been made by the Company for, in aggregate, 286,527,511 Ordinary Shares, comprising the 125,000,000 Placing Shares and 161,527,511 Ordinary Shares arising from the Share Capital Reorganisation, to be admitted to trading on AIM. It is expected that Admission will become effective and dealings will commence at 8.00 a.m. on 22 December 2020.

Following Admission, the total number of Ordinary Shares in issue will be 286,527,511. There are no Ordinary Shares held in treasury. Accordingly, the total number of voting rights in the Company on Admission will be 286,527,511. 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.

The proxy votes cast in respect of each resolution are below:

 
 No.           Ordinary Resolutions              For        Against     Votes withheld 
 
       To approve the Share Capital 
  1     Reorganisation                        46,214,593   10,318,446       41,104 
       To authorise the Directors 
        to allot shares and grant 
        rights up to an aggregate 
  2     nominal amount of GBP150,000          46,212,593   10,320,446       41,104 
 
               Special Resolutions 
 
       To amend the Articles 
        of Association pursuant 
  3     to the Share Capital Reorganisation   46,214,593   10,318,446       41,104 
       To disapply pre-emption 
        rights in respect of the 
        allotment of equity securities 
        up to an aggregate nominal 
  4     amount of GBP150,000                  46,014,593   10,516,786       41,104 
 

NOTES:

1. Proxy appointments which gave discretion to the Chairman of the AGM have been included in the "For" total for the appropriate resolution.

2. A "Vote withheld" is not a vote in law and is not counted in the calculation of the percentage of shares voted "For" or "Against" any resolution.

3. The number of Existing Ordinary Shares in issue at 6:00 p.m. on 18 December 2020 was 161,527,511 and at that time, the Company did not hold any shares in treasury.

4. Full details of the resolutions can be found at - 2020-12-04-Westminster-Group-Circular-Proxy.pdf (wsg-corporate.com)

Terms not otherwise defined herein shall have the meanings given in the section entitled "definitions" in the Company's announcement at 7.01 a.m. on 3 December 2020.

For further information please contact:

 
Westminster Group Plc                          Media enquiries via Walbrook 
                                                PR 
Rt. Hon. Sir Tony Baldry - Chairman 
Peter Fowler - Chief Executive Officer 
Mark Hughes - Chief Financial Officer 
 
Strand Hanson Limited (Financial & Nominated 
 Adviser) 
James Harris                                   020 7409 3494 
Ritchie Balmer 
 
 Arden Partners plc (Broker) 
 Richard Johnson (Corporate) 
 Tim Dainton/Simon Johnson (Broking)             020 7614 5900 
 
Walbrook (Investor Relations) 
Tom Cooper                                     020 7933 8780 
Paul Vann 
Nick Rome                                      [e-mail] 
 

Notes:

Westminster Group plc is a specialist security and services group operating worldwide via an extensive international network of agents and offices in over 50 countries.

Westminster's principal activity is the design, supply and ongoing support of advanced technology security solutions, encompassing a wide range of surveillance, detection (including Fever Detection), tracking and interception technologies and the provision of long-term managed services contracts such as the management and running of complete security services and solutions in airports, ports and other such facilities together with the provision of manpower, consultancy and training services. The majority of its customer base, by value, comprises governments and government agencies, non-governmental organisations (NGO's) and blue-chip commercial organisations.

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December 21, 2020 04:21 ET (09:21 GMT)