Result of General Meeting
Genedrive PLC announced that none of the resolutions proposed at its General Meeting were passed. Consequently, the Conditional Placing and Retail Offer will not proceed, and the company lacks the authority to issue warrants related to the Equity Financing announced on September 23, 2025. While the company has funding until the end of 2025, the failed vote introduces uncertainty that could negatively impact operations. The votes for Resolution 1 were 124,342,285, representing 39.9% of votes cast, while 187,204,980 votes were against, representing 60.1%. The votes for Resolution 2 were 123,618,410, representing 39.7% of votes cast, while 187,928,855 votes were against, representing 60.3%. The votes for Resolution 3 were 123,890,904, representing 39.8% of votes cast, while 187,656,361 votes were against, representing 60.2%. The votes for Resolution 4 were 122,985,041, representing 39.5% of votes cast, while 188,562,224 votes were against, representing 60.5%. The company's issued ordinary share capital remains 1,024,895,408 Ordinary Shares.
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genedrive plc (AIM: GDR), the point of care pharmacogenetic testing company, announces that at the General Meeting, held today, none of the resolutions were passed on a poll vote.
The resolutions were unanimously recommended to shareholders by the Board as the Equity Financing was the only certain financing option available to the Company. As a result of the resolutions not being passed the Conditional Placing and Retail Offer will not complete, and the Company does not have authority to issue any warrants in connection with the Equity Financing announced on 23 September 2025.
As highlighted in the Company's announcement of 6 October 2025, the Company has funding through to the end of 2025, however the uncertainty that this vote creates may impact negatively the Group's operations which, in the absence of additional funding being made available, could accelerate the timeline on which the Directors have to take action to protect the position of creditors.
Finally, whilst the Company continues to engage proactively with David Nugent, a 15.1% shareholder in the Company (including via a limited company), there has been no material change to the status of discussions with that shareholder.
Further announcements will be made as required.
For information, details of poll voting are shown below:
| Resolution | Votes For (including those giving the Chair discretion) | Votes For (as % of votes cast) | Votes Against | Votes Against (as % of votes cast) | Vote Withheld |
|---|---|---|---|---|---|
| 1 | 124,342,285 | 39.9 | 187,204,980 | 60.1 | 34,384,955 |
| 2 | 123,618,410 | 39.7 | 187,928,855 | 60.3 | 34,384,955 |
| 3 | 123,890,904 | 39.8 | 187,656,361 | 60.2 | 34,384,955 |
| 4 | 122,985,041 | 39.5 | 188,562,224 | 60.5 | 34,384,955 |
The full text of each of the resolutions is set out in the notice of General Meeting, copies of which are available on the Company's website (www.genedriveplc.com).
The Company's issued ordinary share capital remains 1,024,895,408 Ordinary Shares. 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 in their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as defined in the applicable announcement of the Fundraising made by the Company on 23 September 2025.
Dr Ian Gilham, Non-executive Chairman of genedrive plc, said: "Shareholders have comprehensively voted against this financing proposal which would have provided the Company with a cash runway through to Q2/Q3 2026 plus the potential of further funding from the exercise of warrants. In light of the significant efforts that have already gone into raising additional funding leading to this proposal the Company is cautious about the prospects of securing further capital on terms more favorable to the deal which necessitated this shareholder vote. However the Board would continue to welcome and encourage any alternative financing proposals from shareholders or other interested parties that could support its ongoing growth and strategic objectives."
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.