Date: 15 May 2024
Gama Aviation PLC
Gama Aviation plc (AIM:
GMAA)
(Gama Aviation, the Group or the Company)
Result of General
Meeting
Gama Aviation announces the results of the
voting on the ordinary resolution and the special resolution
proposed at the General Meeting held on 15 May 2024 to approve a
return of £32.6 million to Shareholders by way of a tender offer
and the cancellation of admission of ordinary shares to trading on
AIM.
The resolutions were duly passed. The poll
results are set out below.
|
Ordinary Resolution
|
Votes for
|
%
|
Votes
against
|
%
|
Votes total
|
% of issued share
capital
|
Votes withheld
(Note)
|
|
1 THAT the Company be
and is hereby generally and unconditionally authorised for the
purposes of section 701 of the Companies Act 2006 (the Act) to make one or more market
purchases (within the meaning of section 693(4) of the Act) of its
own ordinary shares of 1 pence each (ordinary shares) in the capital of the
Company pursuant to, for the purposes of or in connection with a
tender offer for ordinary shares on the terms and in accordance
with the arrangements set out in the circular to the Company's
Shareholders dated 29 April 2024 (the Circular) and the repurchase agreement
as described in the Circular.
|
52,893,093
|
99.88%
|
62,167
|
0.12%
|
52,955,260
|
82.72
|
29,274
|
|
Special Resolutions
|
Votes for
|
%
|
Votes
against
|
%
|
Votes total
|
%
of issued share capital
|
Votes withheld
(Note)
|
|
2 THAT, the
cancellation of the admission of the Ordinary Shares to trading on
AIM, the market of that name operated by London Stock Exchange plc,
be and is hereby approved.
|
52,893,023
|
99.88%
|
62,237
|
0.12%
|
52,955,260
|
82.72
|
29,274
|
As a result of Resolution 1 having been passed, the Tender Offer is
now unconditional and the offer period has come to end for the
purposes of the Takeover Code. The Closing Date of the Tender
Offer continues to be 1.00pm on 23 May 2024 as indicated in the
Circular.
As a result of Resolution 2 having been passed,
the Company is scheduled to have its trading in its shares on AIM
cancelled with effect from 7.00am on 31 May 2024.
As at 6.30 p.m. on 13 May 2024, being the voting
record date for the General Meeting, the Company's issued share
capital consisted of 64,021,279 Ordinary Shares, carrying one vote
each. Therefore, the total voting rights of the Company were
64,021,279.
The result of the General Meeting will also be
made available on the Company's website:
https://www.gamaaviation.com/investors/
The Board urges Shareholders to carefully read
the Circular published on 29 April 2024, which provides information
about the background to, and reasons for, the Tender Offer.
The Circular can be found on the Company's website.
Shareholders who wish to tender their Ordinary
Shares in the Tender Offer should note that the Tender Offer
remains open until 1.00 p.m. on 23 May. In order to tender
their Ordinary Shares, Shareholders must lodge their completed
Tender Forms with the Company's receiving agent, Equiniti Limited,
or submit their instructions via CREST.
Defined Terms
Defined terms in this announcement have the same
meaning as in the Circular (unless otherwise specified).
For further information, contact:
Gama Aviation
plc
+44 125 298 4515
Marwan Khalek, Chief Executive
Officer
Michael Williamson, Chief Financial
Officer
Website https://www.gamaaviation.com/
Dial Partners
LLP (Financial Adviser)
+44 207 098 7098
Angus Russell, Partner
Sandor de Jasay, Managing Director
WH Ireland
Limited (Nominated Adviser and
Broker)
+44 207 220 1666
James Joyce, Director
Sarah Mather, Manager
Camarco
(PR)
+44
203 757 4992
Geoffrey Pelham-Lane
Ginny Pulbrook
Defined Terms
Defined terms in this announcement have the same
meaning as in the Circular (unless otherwise specified).