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Fuller, Smith & Turner PLC (FSTA)
Fuller, Smith & Turner PLC: Result of EGM
24-Apr-2019 / 17:29 GMT/BST
Dissemination of a Regulatory Announcement, transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
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
FOR IMMEDIATE RELEASE
24 April 2019
Fuller, Smith & Turner P.L.C.
("Fuller's" or the "Company")
Results of the Extraordinary General Meeting
The Company is pleased to announce that at the Extraordinary General Meeting
held earlier today, the Resolutions seeking approval for the: (i) sale of
the Company's entire beer business to Asahi Europe Ltd, a wholly owned
subsidiary of Asahi Group Holdings, Ltd (the "Disposal"); and (ii) the
Executive Director Payments, were duly approved by Ordinary Shareholders by
way of a show of hands.
Details of the Resolutions were set out in the Company's circular to
Shareholders dated 28 March 2019 (the "Circular").
A copy of the Resolutions approved by Ordinary Shareholders at the
Extraordinary General Meeting will be submitted to the National Storage
Mechanism ("NSM") and will be available for inspection on the NSM's website
at www.morningstar.co.uk/uk/NSM [1].
Details of the votes cast for each Resolution will also shortly be made
available on the Company's website at
www.fullers.co.uk/corporate/investors/general-meetings [2].
Completion of the Disposal is not subject to any further conditions and the
Company expects Completion to occur on 27 April 2019.
Capitalised terms not otherwise defined in this announcement have the same
meaning given to them in the Circular.
Enquiries
Fuller, Smith & Turner P.L.C. 020 8996 2000
Simon Emeny, Chief Executive
Georgina Wald, Corporate Communications Manager 020 8996 2198
Instinctif Partners (Press Relations Adviser to 020 7457 2020
Fuller's)
Justine Warren
Rothschild & Co (Financial Adviser and Sponsor to 020 7280 5000
Fuller's)
Akeel Sachak
Jonathan Dale
Important information relating to financial advisers
N. M. Rothschild & Sons Limited, which is authorised and regulated by the
Financial Conduct Authority in the United Kingdom, is acting exclusively for
Fuller's and for no one else in connection with the Disposal and is not, and
will not be, responsible to anyone other than Fuller's for providing the
protections afforded to its clients nor for providing advice in relation to
the Disposal, the contents of this announcement or any transaction,
arrangement or other matter referred to in this announcement.
Cautionary statement
This announcement is not intended to, and does not constitute, or form part
of, any offer to sell or an invitation to purchase or subscribe for any
securities or a solicitation of any vote or approval in any jurisdiction.
Fuller's Ordinary Shareholders are advised to carefully read the Circular.
Any response to the Disposal should be made only on the basis of the
information in the Circular.
Forward-looking statements
This announcement contains statements which are, or may be deemed to be,
"forward-looking statements" which are prospective in nature. All statements
other than statements of historical fact are forward-looking statements.
They are based on current expectations and projections about future events,
and are therefore subject to risks and uncertainties which could cause
actual results to differ materially from the future results expressed or
implied by the forward-looking statements. Often, but not always,
forward-looking statements can be identified by the use of a date in the
future or forward-looking words such as "plans", "expects", "is expected",
"is subject to", "budget", "scheduled", "estimates", "forecasts", "intends",
"anticipates", "believes", "targets", "aims", "projects" or words or terms
of similar substance or the negative of those terms, as well as variations
of such words and phrases or statements that certain actions, events or
results "may", "could", "should", "would", "might" or "will" be taken, occur
or be achieved. Such statements are qualified in their entirety by the
inherent risks and uncertainties surrounding future expectations or events
that are beyond Fuller's control. Forward-looking statements include
statements regarding the intentions, beliefs or current expectations of
Fuller's concerning, without limitation: (i) future capital expenditure,
expenses, revenues, earnings, synergies, economic performance, indebtedness,
financial condition, dividend policy, losses and future prospects; (ii)
business and management strategies and the expansion and growth of the
Fuller's operations; and (iii) the effects of global economic conditions on
the Fuller's business.
Such forward-looking statements involve known and unknown risks and
uncertainties that could significantly affect expected results and are based
on certain key assumptions. Many factors may cause the actual results,
performance or achievements of Fuller's to be materially different from any
future results, performance or achievements expressed or implied by the
forward-looking statements. Important factors that could cause the actual
results, performance or achievements of Fuller's to differ materially from
the expectations of Fuller's include, among other things, general business
and economic conditions globally, industry trends, competition, changes in
government and other regulation (including licensing) and policy, including
in relation to the environment, health and safety and taxation, labour
relations and work stoppages, interest rates and currency fluctuations,
changes in its business strategy, the outcome of any litigation, the impact
of any acquisitions or similar transactions, information technology system
and technology failures, political and economic uncertainty and other
factors. Such forward-looking statements should therefore be construed in
light of such factors. Neither Fuller's nor any of its directors, officers
or advisers provides any representation, assurance or guarantee that the
occurrence of the events expressed or implied in any forward-looking
statements in this announcement will actually occur. You are cautioned not
to place undue reliance on these forward-looking statements, which speak
only as of the date hereof. Forward-looking statements contained in this
announcement apply only as at the date of this announcement. Other than in
accordance with its legal or regulatory obligations (including under the
Listing Rules and the Disclosure Guidance and Transparency Rules), Fuller's
is not under any obligation and Fuller's expressly disclaims any intention
or obligation to update or revise any forward-looking statements, whether as
a result of new information, future events or otherwise.
The release, publication or distribution of this announcement in
jurisdictions other than the United Kingdom may be restricted by law and
therefore any persons who are subject to the laws of any jurisdiction other
than the United Kingdom should inform themselves about, and observe, any
applicable requirements. This announcement has been prepared for the
purposes of complying with the Listing Rules and the information disclosed
may not be the same as that which would have been disclosed if this
announcement had been prepared in accordance with laws and regulations of
any jurisdiction outside of England.
ISIN: GB00B1YPC344
Category Code: ROM
TIDM: FSTA
OAM Categories: 3.1. Additional regulated information required to be
disclosed under the laws of a Member State
Sequence No.: 8322
EQS News ID: 803057
End of Announcement EQS News Service
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(END) Dow Jones Newswires
April 24, 2019 12:30 ET (16:30 GMT)
