("World High Life" or the "Company")
Proposed Sub-Division
The Directors of
An extract from the Circular is set out below. Words and expressions defined in the Circular have the same meaning in this announcement. A copy of the full text of the Circular will be available at www.worldhighlife.uk.
"EXPECTED TIMETABLE OF PRINCIPAL EVENTS
Event |
Expected time / date |
Publication of this document |
|
Latest time and date for receipt of forms of proxy |
|
Date and time of General Meeting |
|
Last day of dealing in Existing Ordinary Shares |
|
Record date for the Sub-Division |
|
Admission effective and commencement of dealings in the New Ordinary Shares |
|
CREST accounts credited with the New Ordinary Shares in uncertificated form |
|
Expected date for despatch of definitive share certificates for New Ordinary Share |
w/c |
TRANSACTION STATISTICS
Conversion ratio of Existing Ordinary Shares to New Ordinary Shares |
One (1) Existing Ordinary Share to ten (10) New Ordinary Shares |
Number of Existing Ordinary Shares in issue at close of business on |
14,240,908 |
Expected number of New Ordinary Shares to be in issue immediately following the Sub-Division |
142,409,080 |
Nominal share value following the Sub-Division |
|
ISIN for Existing Ordinary Shares |
GB00BK26FQ62 |
ISIN for New Ordinary Share |
GB00BMDY1P48 |
SEDOL for New Ordinary Share |
BMDY1P4 |
Dear Shareholder
Notice of General Meeting
Introduction
I am writing to invite you to the General Meeting of the Company to be held on
This letter also explains why the Directors recommend that Shareholders of the Company vote in favour of the Resolution being proposed at the General Meeting.
Sub-
The Directors have elected to explore a dual listing in
The terms of the proposed Sub-Division are that every 1 Existing Ordinary Share of
Where options and other rights have been granted in relation to the Existing Ordinary Shares, the numbers of New Ordinary Shares to which these rights apply will be adjusted to take account of the Sub-Division.
Share certificates in respect of the New Ordinary Shares will be issued following the Sub-Division or, in the case of uncertificated holders,
Accordingly, a resolution is to be proposed at the General Meeting to subdivide the issued share capital of the Company in accordance with section 618 of the Companies Act 2006 and the Company's Articles of Association.
Following the Sub-Division, Shareholders will still hold the same proportion of the Company's ordinary share capital as before the Sub-Division.
Explanatory notes to the Notice of General Meeting
At the General Meeting, an ordinary resolution will be proposed seeking approval of the Sub-Division. For the Resolution to pass, more than half of the votes cast must be in favour of the Resolution.
Action to be taken by Shareholders
Given the uncertainty surrounding Coronavirus (COVID-19) and the travel restrictions that may result, the Directors encourage Shareholders to vote by Form of Proxy. Shareholders will find enclosed with this letter a Form of Proxy for use at the General Meeting. The Form of Proxy should be completed and returned in accordance with the instructions printed on it so as to arrive at the offices of
Recommendation
The Directors unanimously believe that the Resolution is in the best interests of the Company and its Shareholders and unanimously recommend you vote in favour of the Resolution as they intend to do in respect of their own beneficial holdings in the Company which represent, in aggregate 9.69% of the Existing Ordinary Shares entitled to vote at the General Meeting.
Yours faithfully
Chairman
DEFINITIONS
The following definitions apply throughout this document, unless the context otherwise requires:
''Act'' the Companies Act 2006 (as amended);
''Business Day'' a day (other than a Saturday, Sunday or public holiday) when clearing banks are open for business in the City of London;
''Company''
''Directors'' or the ''Board'' the directors of the Company;
''Existing Ordinary Shares'' the 14,240,908 ordinary shares of
''Form of Proxy'' the form of proxy for use in relation to the General Meeting, which accompanies this document;
"General Meeting" the general meeting of the Company to be held on
''New Ordinary Shares" the 142,409,080 ordinary shares of
''Notice" the notice convening the General Meeting which is set out at the end of this document;
''Resolution" the resolution to be proposed at the General Meeting as set out in the Notice;
''Shareholders" person(s) who is/are registered as holder(s) of Existing Ordinary Shares at the relevant time;
"Sub-Division" the sub-division of the Existing Ordinary Shares resulting in every 1 Existing Ordinary Share being sub-divided into 10 New Ordinary Shares pursuant to the Resolution."
The Directors of the Company accept responsibility for the contents of this announcement.
For further information please contact:
David Stadnyk Founder & CEO +44 (0) 7926 397 675 |
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AQSE Corporate Adviser Mark Anwyl/Allie Feuerlein +44 (0) 20 7469 0930 |
Financial PR Camilla Horsfall/ Megan Ray Blytheweigh +44 (0) 20 7138 3224 Camilla.horsfall@blytheweigh.com
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For more information on World High Life please visit: www.worldhighlife.uk
Market Abuse Regulation (MAR) Disclosure
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014. Upon the publication of this announcement via a
This information is provided by RNS, the news service of the