Results of the Extension EGM
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As announced in the Shareholders Circular and Notice of Extraordinary General Meeting of Shareholders published by the Company on 17 October 2023 (the "Extension EGM Circular"), an extraordinary general meeting of ACG's Shareholders was held at 10 a.m. today at the offices of Cleary Gottlieb Steen & Hamilton LLP at 2 London Wall Place, Barbican, London, EC2Y 5AU, England (the "Extension EGM").
The Company is pleased to announce that all the Resolutions put to the Shareholders at the Extension EGM were duly passed, including the proposed Extension. As a result, the deadline by which an Acquisition must be completed by ACG has been extended from the Initial Acquisition Deadline (i.e., 12 October 2023) to the Extended Acquisition Deadline (i.e., 25 January 2024) or such later date approved by its Shareholders in case of a further extension. The consequences of the approval of the Extension are set out in more detail in the Extension EGM Circular.
The table below sets out the results of the votes cast at the Extension EGM. Each Shareholder present (including in person or by proxy) was entitled to cast one vote per Share held at the record date for the Extension EGM provided in the Extension EGM Circular.
| Resolution | Votes For | Votes Against | Total Votes | Withheld Votes** | ||
|---|---|---|---|---|---|---|
| Number | %* | Number | %* | Number | Number | |
| Extension of the Initial Acquisition Deadline to the Extended Acquisition Deadline | 9,939,218 | 99.78 | 22,015 | 0.22 | 9,961,233 | - |
| Adoption of the revised Memorandum and Articles of Association of the Company, in the form appended to Exhibit A of the Extension EGM Circular. | 9,939,218 | 99.78 | 22,015 | 0.22 | 9,961,233 | - |
| Change in the Company's financial year such that it shall end on December 31 of each calendar year. | 9,939,218 | 99.78 | 22,015 | 0.22 | 9,961,233 | - |
* Rounded to two decimal places.
** A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes "for" or "against" the Resolutions.
The total number of Shares in issue at the record date for the Extension EGM was 15,625,000, none of which were held in treasury. Therefore, the total voting rights in the Company at the record date for the Extension EGM was 15,625,000 votes.
Following the conclusion of the Extension EGM, the Amended and Restated Memorandum and Articles of the Company are expected to be filed on or about the date hereof with the Register of Companies in the British Virgin Islands, ACG's jurisdiction of incorporation, and will enter into effect immediately thereafter. The Amended and Restated Memorandum and Articles of the Company will be made available on www.acgcorp.co.
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