Business
Notice of GM and Rule 9 Waiver
Notice of GM and Rule 9 Waiver.

About this update from Virgin Wines Uk Plc
[{"type":"text","content":"\n\n28 January 2025\n\n(\"Virgin Wines\", the \"Company\" or the \"Group\")\nNotice of General Meeting, Proposed Share Buyback and Rule 9 Waiver\nVirgin Wines UK plc (AIM: VINO), one of the UK's largest direct-to-consumer online wine retailers, announces today that it has posted to shareholders a shareholder circular (the \"Circular\") and Notice of General Meeting (\"GM\"). Copies of both are available on the Company's website at www.virginwinesplc.co.uk or by request. They are also available on request from the Company at its registered office.\n \nThe GM will be held in person at 9:00 a.m. on Monday 24 February 2025 at the Tickled Trout Hotel, Preston New Road, Samlesbury, Preston, PR5 0UJ.\n \nProposed Share Buyback and Rule 9 Waiver\n \nThe Company has historically sought and received approval from its Shareholders to make market purchases of its own shares. The most recent authority being granted at the Company's Annual General Meeting (\"AGM\") on 23 December 2024. This permitted the Company to launch a share buyback programme in respect of up to 8,395,861 Ordinary Shares (rounded up to the nearest whole share) in aggregate (being up to 15% of the current number of Ordinary Shares in issue) (the Share Buyback Programme).\n \nHowever, despite the authority having already been granted, the Company is restricted from using it owing to a Concert Party being interested in more than 30% but less than 50% of the total voting rights of the Company. Therefore, any purchase of its own shares under the buyback authority would be liable to trigger an obligation for the Concert Party to make an offer, in cash, for the entire issued share capital of the Company, under Rule 9 of the City Code.\n \nThe purpose of the Circular is to provide information on the background to and reasons for the proposals and to explain why the Board considers such proposals to be in the best interests of the Company and the Shareholders as a whole and why the Independent Directors unanimously recommend that you vote in favour of the Waiver Resolution to be proposed at the General Meeting\nThe Company continues to generate cash and held an audited net cash balance of £10.3m as at 28 June 2024, having increased approximately £4.8m in the year ended 28 June 2024.The Company has a strong balance sheet with no debt. The Board continually...