15 April 2024
THIS ANNOUNCEMENT CONTAINS INSIDE
INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU NO.
596/2014) AS IT FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE
EUROPEAN UNION (WITHDRAWAL) ACT 2018 (AS AMENDED) ("MAR"). UPON THE
PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION
SERVICE, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE
PUBLIC DOMAIN.
MOLECULAR ENERGIES
PLC
("Molecular" or the "Company")
Result of General Meeting and
Matched Bargain Settlement Facility
Molecular Energies plc (AIM:
MEN), the international energy company, announces that, at the
general meeting of the Company held earlier today, the special
resolutions in respect of the proposed cancellation of the
admission of the Company's ordinary shares to trading on AIM (the
"Cancellation"), the re-registration of the Company as a private
limited company (the "Re-registration") and the adoption of new
articles of association were duly passed by shareholders on a show
of hands.
As set out in the circular to
shareholders of 28 March 2024 (the "Circular"), the Cancellation
will become effective on 29 April 2024 and it is expected that the
Re-registration will occur during the week commencing 29 April
2024. Shareholders are reminded that the last day of dealings
in Molecular ordinary shares on AIM will be 26 April
2024.
Details of the number of proxy votes
cast for, against and withheld in respect of the resolutions are
set out below:
Special Resolution
|
Votes For
(Including Discretionary)
|
Votes
Against
|
Votes
Total (excluding Withheld)
|
Votes
Withheld
|
No. of
shares
|
% of
shares voted
|
No. of
shares
|
% of
shares voted
|
No. of
shares
|
% of
issued share capital
|
No. of
shares
|
1.
|
To approve the
Cancellation
|
6,095,878
|
96.16
|
243,220
|
3.84
|
6,339,098
|
51.24
|
3,378
|
2.
|
Subject to Resolution 1 becoming
effective, (i) to approve the Re-registration and (ii) to approve
and adopt the new articles of association
|
6,087,996
|
96.04
|
250,951
|
3.96
|
6,338,947
|
51.24
|
3,529
|
Matched Bargain Facility
To facilitate future shareholder
transactions in the Company's ordinary shares, the Company has
appointed JP Jenkins to provide a matched bargain facility, which
will be available from Cancellation.
JP Jenkins
(www.jpjenkins.com)
is a trading name of InfinitX Limited and Appointed Representative
of Prosper Capital LLP (FRN453007), which is authorised and
regulated by the Financial Conduct Authority. JP Jenkins will
operate an electronic off-market dealing facility for the ordinary
shares. Under the Matched Bargain Facility, Shareholders or persons
wishing to acquire or dispose of Ordinary Shares will be able to
leave an indication with JP Jenkins, through their stockbroker (JP
Jenkins is unable to deal directly with members of the public), of
the number of Ordinary Shares that they are prepared to buy or sell
at an agreed price. In the event that JP Jenkins is able to match
that order with an opposite sell or buy instruction, it would
contact both parties and then effect the
bargain.
Upon Cancellation, full details of
the matched bargain facility will be made available to Shareholders
on the Company's website https://www.molecularenergiesplc.com
Shareholders will continue to be
able to hold their shares in uncertificated form (i.e. in CREST)
and should check with their existing stockbroker whether they are
willing or able to trade in unquoted shares.
Shareholders should also be aware
that the matched bargain facility could be withdrawn at a later
date. The provision of a matched bargain facility will be kept
under review by the Board and, in determining whether to continue
to offer a matched bargain facility, the Company shall consider
expected (and communicated) shareholder demand for such a facility
as well as the composition of the Company's register of members and
the costs to the Company and shareholders.
Peter Levine, Chairman, commented:
This last substantive RNS
announcement for Molecular in the London markets brings no joy,
only sadness at its inevitability and acceptance as to the best
choice in the circumstances.
I am grateful for all those who
voted for the resolution - the only practical solution given what
we face.
Thus, some final comments from me.
Firstly, a heartfelt apology to those we lost or who have lost on
the way. It would be easy to point fingers but at the end
responsibility falls on my shoulders and mine alone for the way
things have turned out. We all wish it were different and for this
I humbly and deeply apologise.
Secondly, the final curtain of our
time on the London market is the start of a new chapter for the
Group as a private entity. We embark upon this part of the journey
with a dedication to honour our commitment to transparency to all
shareholders and to deliver returns to those who have stuck with
us. The work starts now and as I have kept stating in the past
Molecular has a potentially very exciting future and in this,
whilst I do not rule out at the appropriate time Molecular or parts
of it returning to regulatory markets in places outside of the UK
we certainly initially intend to expand and mature privately the
various parts of the Group.
Thirdly, I mentioned that delisting
in the UK was the only practical solution for Molecular in the
current circumstances. This is true. I am old enough to remember in
my professional life the days of the Unlisted Security Market
("USM"), the forerunner of AIM. I remember how much promise was
shown in that market. Recently Molecular is just one of a
noticeable number of companies that have decided that for them the
promise has ceased to be fulfilled and to delist for similar
reasons that we set out in our own Circular. Of course as usual it
is inadvisable to make general assumptions and by way of example we
are fully supportive of our Atome PLC on AIM, a Company with world
class projects and prospects in the right market segment at the
right time and whose value we believe will be increasingly
appreciated by the Markets. Nevertheless, I hope there is positive
change in the London market as a whole as increasingly the
comparison with other markets in Europe, America and beyond is
stark.
Finally, I want to express my and
the Company's appreciation of Alex Moody-Stuart who is to step down
as a director of the Company. Alex has been a rock on the Board
bringing maturity, common sense and integrity. Whilst he will be
missed as a Board colleague I know we can rely on his wise counsel
as a friend going forward. Thank you sincerely Alex.
We now look ahead. To all of those
who have and continue to support us, you have my respect and
commitment and it's not farewell but thank you for joining us on
our next journey.
For
more information, please visit www.molecularenergiesplc.com
or
contact:
Molecular Energies PLC
Peter Levine, Chairman
Rob Shepherd, Group FD
|
+44 (0)20 7016 7950
info@molecularenergiesplc.com
|
Cavendish Capital Markets
Limited
(Nominated Adviser &
Broker)
Simon Hicks
George Dollemore
|
+44 (0)20 7220 0500
|
Tavistock (Financial PR &
IR)
Simon Hudson, Nick Elwes, Saskia
Sizen
|
+44 (0)20 7920 3150
|
For the purposes of MAR, Article 2
of Commission Implementing Regulation (EU) 2016/1055 and the UK
version of such implementing regulation (as amended), the
person responsible for arranging for the release of this
Announcement on behalf of the Company is Peter Levine,
Chairman.