Spectra Systems
Corporation
("The Company" or
"Spectra")
Annual General Meeting Lack
of Quorum, Removal of Regulation S restrictions from shares and
Exercise of Options
Spectra (AIM: SPSY.L)
announces that, having received only 8 ballots, it does not
have enough shareholder votes to achieve a quorum to transact
business at its scheduled 2024 Annual General Meeting on 29 July
2024. The presence in person or by proxy, duly authorized, of
the holders of a majority of the outstanding shares of stock
entitled to vote constitutes a quorum.
A summary of the votes received is
as follows:
|
Resolution
|
For
|
Against
|
Discretion
|
Withheld
|
Total
|
|
Elect BJ Penn as Director
|
12,162,853
|
1,300,348
|
-
|
-
|
13,463,201
|
|
Elect Nabil Lawandy as
Director
|
13,462,853
|
348
|
-
|
-
|
13,463,201
|
|
Elect Jeremy Fry as
Director
|
12,162,853
|
1,300,348
|
-
|
-
|
13,463,201
|
|
Elect Donald Stanford as
Director
|
12,162,853
|
1,300,348
|
-
|
-
|
13,463,201
|
|
Elect Barbara Paldus as
Director
|
12,162,853
|
1,300,348
|
-
|
|
13,463,201
|
|
Ratification of Appointment of
Independent Auditor
|
10,417,053
|
1,320,348
|
-
|
1,725,800
|
11,737,401
|
Total shares of stock outstanding as
of the record date of 28 June 2024 was 48,228,972. Therefore,
only approximately 28% of the shares of stock were
voted.
Removal of Regulation S restrictions from
shares
Restrictive legends have also been
removed from a further 36,072 shares of common stock of the
Company.
As a result, these share have
transferred from the Regulation S stock line ISIN number
USU8457D1091 (AIM:SPSC) into the unrestricted line ISIN number
US84756T1060 (AIM:SPSY).
Exercise of
Options
An employee has exercised options
over 10,000 shares of common stock of $0.01 each in the Company
("Shares") with an exercise price of $0.32 per share on 3 June
2024. The employee has elected to utilize the net cashless exercise
feature and has therefore surrendered 1,105 shares to the Company.
The employee will be issued 8,995 shares. The shares being issued
are restricted securities as defined in Rule 144 of the US
Securities Act of 1933 and have been issued pursuant to an
exemption from registration under Rule 701 promulgated under the US
Securities Act of 1933.
Accordingly the Company has issued
and will apply for 8,995 shares to be admitted to trading on AIM,
which is expected to take place on or around 2 August 2024
("Admission").
Following Admission the Company's
issued share capital will comprise:
· 752,618 shares in the Regulation S
stock line ISIN number USU8457D1091 (AIM:SPSC); and
· 47,476,354 shares in the
unrestricted line ISIN number US84756T1060 (AIM:SPSY).
In accordance with the provisions of
the Disclosure Guidance and Transparency Rules of the FCA ("DTRs"),
the issued share capital of Spectra upon Admission is 48,228,972
shares with voting rights attached (one vote per share). There are
no shares held in treasury, therefore this figure may be used by
shareholders as the denominator for the calculation by which they
will determine whether they are required to notify their interest
in, or a change to their interest in, Spectra under the
DTRs.
Enquiries:
|
Spectra Systems Corporation
Dr. Nabil Lawandy, Chief Executive
Officer
|
Tel: +1 (0)401 274 4700
|
|
Zeus Capital Limited (Nominated Adviser and
Broker)
Chris Fielding (Head of Corporate
Finance)
Andrew de Andrade (Executive,
Corporate Finance)
Allenby Capital Limited (Joint
Broker)
Nick Naylor/James Reeve (Corporate
Finance)
Amrit Nahal (Sales and Corporate
Broking)
|
Tel: +44 (0)20 3829 5000
Tel: +44 (0)20 3328 5665
|