Amigo Holdings PLC

AGM Information • Sep 29, 2020

National Storage Mechanism | Additional information

RNS Number : 4491A

Amigo Holdings PLC

29 September 2020

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

FOR IMMEDIATE RELEASE

29 September 2020

Amigo Holdings PLC

("Amigo" or the "Company")

Results of Annual General Meeting

Amigo Holdings PLC (LSE: AMGO), a leading provider of guarantor loans in the UK, announces that at the Company's 2020 Annual General Meeting ("AGM") held earlier today at the Nova, 118-128 Commercial Road, Bournemouth BH2 5LT, all the resolutions set out in the Notice of Annual General Meeting 2020 were passed.

In accordance with Listing Rule 9.6.2R, copies of all the resolutions passed other than resolutions concerning ordinary business will shortly be submitted to the National Storage Mechanism and will be available for inspection at www.morningstar.co.uk/uk/nsm.

A summary of the results in respect of each resolution is set out below.

Resolution		NUMBER OF VOTES FOR	% FOR	NUMBER OF VOTES AGAINST	% AGAINST	NUMBER OF VOTES WITHHELD
1	Receive accounts for year ended 31 March 2020	135,484,901	98.05	2,694,907	1.95	5,123,510
2	Approve Directors' Remuneration Report	122,142,001	89.19	14,800,835	10.81	6,357,482
3	To re-elect Roger Lovering as a Director	54,396,976	50.85	52,568,041	49.15	38,949,888
4	To re-elect Richard Price as a Director	93,233,026	94.40	5,530,115	5.60	44,233,792
5	To elect Jonathan Roe as a Director	134,092,809	96.91	4,282,330	3.09	4,621,793
6	To elect Gary Jennison as a Director	134,209,063	97.95	2,812,015	2.05	4,616,948
7	To re- elect Nayan Kisnadwala as a Director	55,790,829	53.42	48,642,626	46.58	38,663,762
8	Appoint KMPG as auditor	133,659,317	97.52	3,398,802	2.48	4,638,544
9	Authority to set remuneration of auditor	133,517,376	97.50	3,418,639	2.50	4,760,648
10	Authority to increase borrowing limit	126,755,456	93.79	8,385,567	6.21	6,555,489
11	To ratify action of the Company relating to Article 95	127,707,993	94.90	6,856,411	5.10	7,132,109
12	Authority to make political donations	123,552,300	92.57	9,919,521	7.43	8,224,692
13	Authority for Directors to allot shares	126,687,504	95.60	5,837,712	4.40	9,171,297
14	Dis-application of pre-emption rights	124,510,815	95.45	5,938,021	4.55	11,243,305
15	Further dis-application of pre-emption rights	123,497,587	94.72	6,878,322	5.28	11,316,231
16	Authority for the Company to purchase own ordinary shares	129,016,226	96.64	4,480,071	3.36	8,195,843
17	Authority to call a general meeting other than an AGM on not less than 14 days' notice	129,427,416	96.59	4,571,306	3.41	7,543,419

The Board would like to thank shareholders for their engagement and support ahead of the AGM and throughout the year. While most of the resolutions were passed with significant majorities, the Board notes that resolutions 3 (re-election of Roger Lovering) and 7 (re-election of Nayan Kisnadwala) were passed with the necessary majority but with less than 80% of support.

In relation to resolution 3, Roger Lovering has already indicated that he intends to step down from the Board once Jonathan Roe has received regulatory approval to take up the role of Chair of the Board and after an appropriate hand-over period. An update will be provided in due course once the FCA approval process has concluded.  

In relation to resolution 7, Nayan Kisnadwala, our CFO, has a detailed understanding of the Company and offered steady leadership to the Company despite turbulence at the board Level, especially in solving legacy issues in a tough external environment. However, we will consult and engage with the Company's largest shareholders and institutional investors to understand and discuss their priorities.

Notes: 

1.         Votes "for" include proxy appointments which gave discretion to the Chairman of the GM. A "vote withheld" is not a vote under English law and is therefore the percentage of voting shares is the percentage of shares voted and excludes shares on which votes were withheld.

2.         As at 16.30 p.m. on 25 September 2020, being the time at which a person had to be registered in the Company's register of members in order to vote at the GM, the number of ordinary shares of the Company in issue was 475,333,760.

Contacts:

Company

Amigo Holdings PLC    investors@amigo.me             

Kate Patrick                 Head of Investor Relations    

Roger Bennett             Company Secretary

Media Relations

Hawthorn Advisors      amigo@hawthornadvisors.com

Lorna Cobbett             Tel: +44 (0)20 3745 4960

Additional Information

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) 596/2014. The person responsible for this announcement is Roger Bennett, Company Secretary.

Senior Secured Notes

This announcement constitutes notice by Amigo Luxembourg S.A. (the "Issuer") to the holders of the Issuer's 7.625% Senior Secured Notes due 2024 (for the notes issued pursuant to Rule 144A of the United States Securities Act of 1933, ISIN: XS1533928468 and Common Code: 153392846; for the notes issued pursuant to Regulation S of the United States Securities Act of 1933, ISIN: XS1533928625 and Common Code: 153392862) (the "Notes") issued pursuant to pursuant to Section 4.03(a)(3) of an indenture dated January 20, 2017 among, inter alia, the Issuer, the guarantors named therein and U.S. Bank Trustees Limited, as trustee and security agent.  Amigo Holdings PLC is the indirect parent company of the Issuer. This announcement shall constitute a "Report" to holders of the Notes.

ENDS

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