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REG - Intuitive Invests.Gp - Result of AGM

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RNS Number : 9754E  Intuitive Investments Group plc  29 February 2024

29 February 2024

Intuitive Investments Group plc
("IIG" or the "Company")

Result of Annual General Meeting

Intuitive Investments Group plc (SFS: IIG), the closed-end investment company
focussed on fast growing and high potential businesses in the Technology, Life
Sciences and Healthcare sectors, announces that at the Annual General Meeting
("AGM") held today, all resolutions were duly passed.

As a result of Resolution 8 being passed, the proposed consolidation of every
10 existing ordinary shares of 1 penny each ("Existing Ordinary Shares") into
one new ordinary share of 10 pence per share ("New Ordinary Shares") will take
effect. There are currently 2,012,430,050 Existing Ordinary Shares in issue.
The consolidation will result in the creation of 201,243,005 New Ordinary
Shares.

Application has been made for the New Ordinary Shares to be admitted to
trading on Specialist Fund Segment of the Main Market, becoming effective in
accordance with the admission and disclosure standards of the London Stock
Exchange. It is expected that admission will become effective and dealings in
New Ordinary Shares will commence at 8:00 a.m. on or around 1 March 2024
("Admission").

The Company's issued share capital will consist of 201,243,005 New Ordinary
Shares. Since the Company currently holds no shares in treasury, the total
number of voting rights in the Company will be 201,243,005. Shareholders may
use this figure 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 under the FCA's Disclosure Guidance and
Transparency Rules.

Extracts from the letter to shareholders dated 6 February 2024, including the
expected timetable of principal events, are contained at the end of this
announcement.

The results of the proxy voting are summarised in the table below:

 Resolution             For            Against  Withheld
 Ordinary Resolution 1  1,165,041,059  0        1,773
 Ordinary Resolution 1  1,165,041,059  0        1,773
 Ordinary Resolution 2  1,165,041,059  0        1,773
 Ordinary Resolution 3  1,165,041,059  0        1,773
 Ordinary Resolution 4  1,165,041,059  0        1,773
 Ordinary Resolution 5  1,165,041,059  0        1,773
 Ordinary Resolution 6  1,165,041,059  0        1,773
 Ordinary Resolution 7  1,165,041,059  0        1,773
 Ordinary Resolution 8  1,165,041,059  0        1,773
 Ordinary Resolution 9  1,165,041,059  0        1,773
 Special Resolution 10  1,165,041,059  0        1,773
 Special Resolution 11  999,583,716    0        165,459,116

 

The Board of Directors is pleased that all resolutions were passed at today's
AGM, and we would like to take this opportunity to thank our shareholders for
their ongoing support. A copy of the above results will shortly be available
on the Company's website: https://iigplc.com/regulatory-news/
(https://iigplc.com/regulatory-news/)

Resolutions 1 to 9 were each passed as an Ordinary Resolution, and resolutions
10 to 11 were each passed as a Special Resolution.

-ENDS-

 

Enquiries:

 

 Intuitive Investments Group plc                       www.iigplc.com (http://www.iigplc.com/)
 Sir Nigel Rudd, Non-Executive Chairman                Via FTI Consulting

 Robert Naylor, CEO

 Giles Willits, CIO

 Cavendish Capital Markets Limited                     +44 (0) 20 7397 8900

 James King / William Talkington / Daniel Balabanoff

 SP Angel Corporate Finance LLP - Financial Adviser    +44 (0) 20 3470 0470
 Jeff Keating / David Hignell / Kasia Brzozowska

 FTI Consulting                                        +44 (0) 20 3727 1000
 Jamie Ricketts / Valerija Cymbal / Jemima Gurney      IIG@fticonsulting.com

 

EXPECTED TIMETABLE OF PRINCIPAL EVENTS(1)

                                                                       2024
 Date of this document                                                 6 February
 Latest time and date for receipt of Forms of Proxy                    10:00 a.m. on 27 February
 Annual General Meeting                                                10:00 a.m. on 29 February
 Record Date for the share consolidation                               6:00 p.m. on 29 February
 Existing Ordinary Shares disabled in CREST and share register closed  6:00 p.m. on 29 February
 Admission effective and dealings commence on Specialist Fund Segment  8:00 a.m. on 1 March
 CREST accounts credited with New Ordinary Shares                      8:00 a.m. on 1 March
 Certificates in respect of New Ordinary Shares dispatched             week commencing 11 March

 

 ISIN of Existing Ordinary Shares  GB00BNGFMW59
 ISIN of New Ordinary Shares       GB00BPTH6Y20

(1)All times are references to London times. Each of the above times and dates
is based on the Company's expectations as at the date of this Document. If any
of the above times and/or dates change, the revised times and/or dates will be
notified to Shareholders by an announcement through a Regulatory Information
Service

 

Extract from the Chairman's Letter to Shareholders

Resolution 8 (Ordinary Resolution): to approve a consolidation of every 10
existing ordinary shares of 1 penny per share ("Existing Ordinary Shares")
into one new ordinary share of 10 pence per share ("New Ordinary Shares"). The
Existing Ordinary Shares and New Ordinary Shares being the Ordinary Shares as
the context applies.

There are currently 2,012,430,046 Existing Ordinary Shares in issue. To ensure
the issued share capital is divisible by ten, 4 new ordinary shares will be
issued prior to the consolidation record date of 6:00 p.m. on 29 February 2024
("Record Date"). The consolidation will result in the creation of 201,243,005
New Ordinary Shares.

As all the Existing Ordinary Shares are proposed to be consolidated, the
proportion of the issued ordinary shareholdings in the Company held by each
Shareholder immediately before and after the Consolidation will, except for
fractional entitlements, remain unchanged.

Shareholders with a holding of more than 10 Existing Ordinary Shares, but
which is not exactly divisible by 10, will have their holding rounded down to
the nearest whole number of New Ordinary Shares. Any shareholders holding
fewer than 10 Existing Ordinary Shares at the Record Date will cease to be a
shareholder of the Company.

The overall market capitalisation of the Company should not change as a result
of the consolidation, though the market price of each ordinary share is
expected to increase from approximately 10 pence (the price at the close of
business on 5 February 2024) to approximately 100 pence.

Disposal of fractional entitlements

Fractional entitlements to new ordinary shares arising from the consolidation
will be aggregated and will be sold in the market for the best price
reasonably obtainable on behalf of those shareholders entitled to the
fractions. As the net proceeds of sale will amount to less than £5 for any
entitled shareholder, they will (in accordance with usual market practice) be
retained by the Company.

Admission of the New Ordinary Shares

Application will be made for the New Ordinary Shares to be admitted to trading
on Specialist Funds Segment of the London Stock Exchange plc's Main Market in
place of the Existing Ordinary Shares. If approved at the AGM, the Record Date
for the consolidation will be the close of business on 29 February 2024.
Dealings on Specialist Funds Segment in the Existing Ordinary Shares are
expected to cease at the close of business on 29 February 2024. It is expected
that admission will become effective and that dealings in the New Ordinary
Shares will commence on 1 March 2024 ("Admission").

ISIN and SEDOL codes

Following the consolidation, the ISIN code for the New Ordinary Shares will be
GB00BPTH6Y20 and the SEDOL code for the New Ordinary Shares will be BPTH6Y2.

Share certificates

New share certificates in relation to the New Ordinary Shares will be
despatched to shareholders who hold their Ordinary Shares in certificated form
in the week commencing 11 March 2024. The new share certificates will be sent
by first-class post, at the risk of the holders of relevant New Ordinary
Shares, to the registered address of that holder or, in the case of joint
holders, to the one whose name appears first in the register of members.
Following the consolidation, existing ordinary share certificates will cease
to be valid.

Uncertificated shares

Shareholders who hold Existing Ordinary Shares in uncertificated form will
have such shares disabled in their CREST accounts on the Record Date, and
their CREST accounts will be credited with the New Ordinary Shares following
Admission.

Adjustment of warrants

Following the consolidation, the entitlements to Ordinary Shares of holders of
outstanding warrants and options will be adjusted to reflect the
consolidation. With effect from the Record Date, the number of ordinary shares
subject to outstanding warrants or options will be divided by 10, and the
exercise price per share will be multiplied by 10. The aggregate amount to be
subscribed upon an exercise of warrants or options will remain the same, and
all other terms of the warrants and options will remain unchanged.

 

About Intuitive Investments Group plc

IIG is an investment company seeking to provide investors with exposure to a
portfolio concentrating on fast growing and/or high potential Technology and
Life Sciences businesses operating predominantly in the UK, continental
Europe, the US and APAC, utilising the Board's experience to seek to generate
capital growth over the long term for shareholders.

 

 

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