04 April 2024.
Permanent TSB Group Holdings
Plc
Headline: Notice of Annual General
Meeting
The Annual General Meeting of
Permanent TSB Group Holdings plc will take place on the 15 May 2024
(10am) at the Marker Hotel, Grand Canal
Square, Dublin Docklands, Dublin 2.
The following documents will shortly
be posted to ordinary shareholders and are now available to view on
the Company's website:
https://www.permanenttsbgroup.ie/investors/shareholders/shareholder-meetings
(i)
Notice of Annual General Meeting;
(ii) Form of Proxy; and
(iii) Financial Statements and the Reports of the Directors and
Auditors for the year ended 31 December 2023.
In accordance with
Listing Rule 6.1.59 of Euronext
Dublin and Listing Rule 9.6.1 of
the Financial Conduct Authority, copies of the
Notice of Annual General Meeting
and the Form of Proxy will be submitted to
Euronext Dublin and the UK National Storage Mechanism and
will be shortly available for inspection at:
https://direct.euronext.com/#/oamfiling
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Odd-lot Offer
Note: Words and expressions
defined herein shall, unless the context otherwise requires, have
the meanings ascribed to them in the Circular of which the Notice
of AGM forms part.
The Company is announcing, pursuant
to Listing Rule 9.4.4 of Euronext Dublin and Listing Rule 12.4.4 of
the Financial Conduct Authority, that it will be seeking authority
from Shareholders at the AGM to put in place a mechanism to permit
an Odd-lot Offer to Shareholders at any time up to 18 months
following the AGM. Under the Odd-Lot offer, it is intended that
eligible holders who hold in aggregate 100 or fewer Ordinary Shares
may be offered the opportunity to sell their shares to the Company
at a 5% premium to the then average price (as contemplated in the
Listing Rules of Euronext Dublin). This will facilitate the
disposal by eligible Odd-lot Holders of their shares at a 5%
premium, without the dealing costs which would normally render such
a disposal uneconomic. Shareholders will have the ability to opt
out of any Odd-lot Offer. The mechanism will require an amendment
to the Company's Articles of Association.
Subject to approval of the relevant
proposals at the AGM, any decision to announce an Odd-Lot offer and
the timing for same will be at the discretion of the Directors, and
will be subject to the prior approval of the Central Bank of
Ireland. Full details of the background to and proposed terms of
the Odd-lot Offer are included in the Notice of the AGM.
The following documents in
connection with the Odd-lot Offer are now available to view on the
Company's website:
https://www.permanenttsbgroup.ie/investors/shareholders/shareholder-meetings
(i)
Proposed Odd-lot Offer Purchase
Contract;
(ii) Current Constitution of the Company (dated 19 May 2021);
and
(iii) Proposed Constitution of the Company with amendments
redlined.
Conor Ryan
Group Secretary