Result of General Meeting
Redcentric plc announced that shareholders approved special resolutions for a proposed Tender Offer of up to £90 million, alongside a Share Capital Restructure. The resolutions passed with overwhelming support, including authority for a share buyback of up to 56,250,000 ordinary shares at £1.60 each, expiring January 7, 2027, and an additional buyback of up to 5,000,000 shares. Directors were also granted authority to allot shares, and a share capital restructuring involving consolidation and sub-division of shares was approved.
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Redcentric plc (AIM: RCN), a leading UK IT managed services provider, is pleased to announce that at the General Meeting held earlier today in Harrogate, the special resolutions put to shareholders regarding the proposed Tender Offer of up to £90 million together with a Share Capital Restructure and voted on by a poll, were duly passed. The results of the poll are reported below.
| Special Resolution | Votes for 5 | % 6 | Votes against | % 6 | Votes Cast | |
|---|---|---|---|---|---|---|
| Total | % of Issued Share Capital 7 | |||||
| Special Resolution 1 1 | 138,634,106 | 99.99% | 1,033 | 0.01% | 138,635,139 | 87.02% |
| Special Resolution 2 2 | 138,627,518 | 99.99% | 7,621 | 0.01% | 138,635,139 | 87.02% |
| Special Resolution 3 3 | 138,627,517 | 99.99% | 7,622 | 0.01% | 138,635,139 | 87.02% |
| Special Resolution 4 4 | 138,634,091 | 99.99% | 1,048 | 0.01% | 138,635,139 | 87.02% |
Unless otherwise defined, capitalised terms in this announcement shall have the same meaning as those set out in the circular posted to Shareholders on 19 June 2026.
Notes:
1 Special Resolution 1: Share Buyback Authority: Authorises the Company to purchase up to 56,250,000 of its ordinary shares of £0.001 each on the market at a fixed price of £1.60 per share, with this authority expiring on 7 January 2027.
2 Special Resolution 2: Authority to Allot Shares: Grants directors the power to issue new shares or rights for shares up to a nominal value of £0.02, an authority which also expires on 7 January 2027.
3 Special Resolution 3: Share Capital Restructuring: Approves the consolidation of every 20 ordinary shares of £0.001 each into one share of £0.02, which is then immediately sub-divided back into 20 new ordinary shares of £0.001 each. It also provides the authority to sell any fractional shares resulting from this process.
4 Special Resolution 4: Additional Share Buyback Authority: Authorises a further market purchase of up to 5,000,000 new ordinary shares of £0.001 each (or 5% of issued capital), with the price based on market rates, until the Company's next Annual General Meeting or 30 September 2026, whichever is earlier.
5 Any proxy appointments which gave discretion to the Chairman have been included in the "for"
total.
6 A vote withheld is not a vote in law and is not counted in the calculation of the percentage of
the votes validly cast "for" or "against" a resolution.
7 The total number of shares in issue in the capital of the Company as at 7 July 2026 was 159,321,733 ordinary shares of £0.001 each, 496 of which were held as treasury shares. Accordingly, the total number of voting rights in the Company as at 7 July 2026 was 159,321,237.
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.