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RESTAURANT GROUP PLC

AGM Information Mar 29, 2021

4646_tar_2021-03-29_db769581-0351-4630-aac7-ad9330cf233c.pdf

AGM Information

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THE RESTAURANT GROUP PLC

(the "Company")

At the general meeting of the Company held on 29 March 2021 at the Company's Head Office at 5-7 Marshalsea Road, London SE1 1EP the following resolutions were duly passed as ordinary resolutions of the Company. The terms defined in the prospectus published by the Company on 10 March 2021 have the same meaning in the ordinary resolution set out below.

    1. THAT the subscription by Columbia Threadneedle Investments of up to 31,588,444 New Ordinary Shares pursuant to the Capital Raising be and is hereby approved.
    1. THAT, subject to and conditional upon resolution 1 being passed, the Company's board of directors be and are hereby generally and unconditionally authorised:
  • (A) to exercise all powers of the Company pursuant to and in accordance with section 551 of the Companies Act 2006 to allot shares and to grant rights to subscribe for or to convert any security into such shares (all of which transactions are hereafter referred to as an allotment of "relevant securities") up to an aggregate nominal amount of £50,000,000 pursuant to the Capital Raising, which authority shall be in addition to the existing authority conferred on the Company's board of directors on 19 May 2020, which shall continue in full force and effect. The authority conferred by this resolution shall expire at the end of 24 June 2022 (unless previously revoked or varied by the Company in a general meeting), save that the Company may, before such expiry, revocation or variation, make an offer or agreement which would or might require relevant securities to be allotted after such expiry, revocation or variation and the Company's board of directors may allot relevant securities in pursuance of such offer or agreement as if the authority hereby conferred had not expired or been revoked or varied; and
  • (B) to allot relevant securities pursuant to the Capital Raising, at an issue price of 100 pence, which is at a 10.47 per cent. discount to the Closing Price of the Ordinary Shares as at 9 March 2021 (being the last Business Day before the announcement of the Capital Raising), such power (unless and to the extent previously revoked, varied or renewed by the Company in a general meeting) to expire on the conclusion of the next annual general meeting of the Company.

Jean-Paul Rabin

Jean-Paul Rabin Company Secretary 29 March 2021

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