TIDMDGI
RNS Number : 5586G
DG Innovate PLC
19 July 2023
19 July 2023
DG Innovate plc
("DG Innovate" or the "Company")
Result of AGM,
Update on Placing and Capital Reorganisation
and
Total Voting Rights
DG Innovate (LSE: DGI), the advanced research and development
company pioneering sustainable and environmentally considerate
improvements to electric mobility and energy storage, announces the
results of voting on the Resolutions put to its Annual General
Meeting ("AGM") held earlier today. All Resolutions put to
Shareholders at the meeting were duly passed on a show of
hands.
The proxy votes received in respect of the resolutions at the
AGM were as follows:
For % Against % Withheld
RESOLUTIONS
Ordinary Resolutions
============= ===== =========== ==== ==========
1. To receive the Company's annual
accounts for the year ended 31
December 2022 3,402,762,208 99.55 15,523,158 0.45 800
============= ===== =========== ==== ==========
2. To approve the reappointment
of Moore Kingston Smith LLP as
auditors and the Directors to fix
their remuneration 3,377,781,278 98.82 40,504,088 1.18 800
============= ===== =========== ==== ==========
3. To approve the Directors' remuneration
report 3,677,460,644 98.81 40,524,622 1.19 900
============= ===== =========== ==== ==========
4. To approve the Directors' remuneration
policy 3,677,460,644 98.81 40,524,622 1.19 900
============= ===== =========== ==== ==========
5. To re-elect Nicholas Tulloch
as a director 3,377,761,141 99.54 15,524,255 0.46 25,000,800
============= ===== =========== ==== ==========
6. To re-elect Peter Tierney as
a director 3,377,782,569 98.82 40,502,797 1.18 800
============= ===== =========== ==== ==========
7. To re-elect John Allardyce as
a director 3,377,782,569 98.82 40,502,797 1.18 800
============= ===== =========== ==== ==========
8. To re-elect Martin Boughtwood
as a director 3,402,782,569 99.55 15,502,797 0.45 800
============= ===== =========== ==== ==========
9. To re-elect Patrick Symonds
as a director 3,402,782,569 99.55 15,502,797 0.45 800
============= ===== =========== ==== ==========
10. To re-elect Trevor Gabriel
as a director 3,302,199,054 96.60 116,086,312 3.40 800
============= ===== =========== ==== ==========
11. That the existing ordinary
shares be subdivided and converted
into one new ordinary share and
one Deferred Share 3,377,781,845 99.54 15,503,521 0.46 25,000,800
============= ===== =========== ==== ==========
12. That the Directors be authorised
to allot shares and grant rights
to subscribe for, or convert any
security into, shares up to an
aggregate nominal amount of GBP4,000,000 3,377,760,350 99.54 15,525,016 0.46 25,000,800
============= ===== =========== ==== ==========
Special Resolutions
============= ===== =========== ==== ==========
13. That the Directors be authorised
to allot equity securities as if
section 561 of the Companies Act
2006 did not apply in connection
with: (i) an offer of equity securities
to the holders of ordinary shares
in proportion to their respective
holdings; and (ii) the allotment
of equity securities up to an aggregate
nominal amount of GBP2,000,000 3,377,760,350 99.54 15,525,016 0.46 25,000,800
============= ===== =========== ==== ==========
14. That the Directors be authorised
to allot equity securities as if
section 561 of the Companies Act
2006 did not apply provided that
such authority shall be limited
to the allotment of equity securities
up to an aggregate nominal amount
of GBP2,000,000 for the purpose
of Fnancing an acquisition or other
capital investment 3,377,760,350 99.54 15,525,016 0.46 25,000,800
============= ===== =========== ==== ==========
15. To approve the amendment of
the Articles of Association of
the Company by inserting the new
article entitled 'Deferred Shares' 3,402,781,278 99.55 15,504,088 0.45 800
============= ===== =========== ==== ==========
Accordingly, the Company is pleased to confirm that as a result
of obtaining Shareholder approval for the Placing and Capital
Reorganisation, the Placing has raised total gross proceeds of
approximately GBP517,000.
Following the passing of the resolutions at the AGM, the Capital
Reorganisation by which each of the Company's each of the Existing
Ordinary Shares is being subdivided into one new ordinary share of
0.01 pence each in the capital of the Company ("New Ordinary
Shares") and one deferred share of 0.09 pence each in the capital
("Deferred Shares") of the Company is being effected. The New
Ordinary Shares are expected to be admitted to the Official List of
the FCA and to trading on the Main Market of the London Stock
Exchange ("Admission") at 8.00 a.m. on 20 July 2023.
Additionally, the Company has applied for Admission for the
1,034,000,000 Placing Shares. It is expected that Admission of the
Placing Shares will become effective and that unconditional
dealings will commence on the Main Market of London Stock Exchange
at 8.00 a.m. on 21 July 2023.
Total Voting Rights
Following the Capital Reorganisation becoming effective and upon
Admission of the Placing Shares and, the total number of ordinary
shares of 0.01 pence in issue will be 10,242,548,440. The Company
has previously disclosed that it holds no shares in treasury. The
Company corrects this previous disclosure to reflect that the
Company holds 357,142 shares in treasury. Therefore the number of
voting rights will be 10,242,191,298.
From Admission, the above voting rights figure may be used by
Shareholders 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 ordinary share capital of the
Company under the FCA's Disclosure Guidance and Transparency
Rules.
Capitalised terms not otherwise defined in this announcement
have the same meaning as ascribed to them in the circular to
Shareholders dated 22 June 2023 and available on the Company's
website at https://www.dgiplc.com/agm .
For further information please contact:
DG Innovate plc C/O IFC
Peter Tierney, CEO
Jack Allardyce, CFO
IFC Advisory (Financial PR & IR) 020 3934 6630
Tim Metcalfe
Zach Cohen
Grant Thornton UK LLP (Financial Adviser)
Samantha Harrison
Jamie Barklem
Ciara Donnelly 020 7383 5100
Peterhouse (Joint Broker) 020 7469 0930
Rose Greensmith
Duncan Vasey
Lucy Williams
WH Ireland (Joint Broker) 020 7220 1666
Chris Hardie
About DG Innovate
DG Innovate is an advanced research and development company
pioneering sustainable and environmentally considerate improvements
to electric mobility and storage, using abundant materials and the
best engineering and scientific practices. DG Innovate is currently
developing its products alongside a number of major manufacturers
across the transportation and energy sectors, research institutions
and the UK Government, and has filed 18 patents worldwide. DG
Innovate's current research and development activities are broadly
split into two areas, focusing on novel electric motor technologies
and energy storage solutions. Its two main products are:
- Enhanced Drive Technology (EDT) - High efficiency,
cost-effective electric motors + power electronics; and
- Enhanced Battery Technology (EBT) - Sodium-ion batteries
offering a sustainable energy storage solution at similar/greater
energy density to incumbent technologies at a lower cost, increased
safety with lower environmental footprint.
Further information may be found at: https://www.dgiplc.com
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