Wrap Text
Results of General Meeting
Europa Metals Ltd
(Formerly Ferrum Crescent Limited)
(Incorporated and registered in Australia
and registered as an external company in
the Republic of South Africa)
(Registration number 4459850)
(External company registration number 2011/116305/10)
Share code on the ASX: EUZ
Share code on AIM: EUZ
Share code on the JSE: EUZ
ISIN: AU0000014342
("the Company")
Results of General Meeting and Share Consolidation
Europa Metals, the European focused lead-zinc and silver developer, is pleased to announce
that the resolutions proposed at its General Meeting (“GM”) held earlier today, as set out in
the Notice of General Meeting dated 12 June 2020 (the “Notice”), were all duly approved by
shareholders.
Defined terms used in this announcement have the same meanings as in the Notice unless
otherwise defined herein or the context otherwise requires.
A poll was taken at the GM and in accordance with section 251AA of the Corporations Act
2001, the following information is provided in respect of each of the resolutions considered
and voted upon at the GM.
The total number of proxy votes exercisable by all proxies validly appointed was in respect of
1,521,996,499 ordinary shares from the validly appointed proxies of 14 shareholders.
Details of proxy and poll votes in respect of each of the resolutions set out in the Notice, are
as follows:
Resolution 1: Consolidation of share capital
Manner in which securityholder directed the proxy vote (at proxy Manner in which votes were cast in person or by proxy on a
close date) poll
VOTES VOTES VOTES VOTES VOTES VOTES VOTES VOTES
FOR AGAINST DISCRETIONARY ABSTAIN FOR AGAINST ABSTAIN RESULT
1,491,355,987 30,620,345 20,167 27,681,081 1,637,676,154 30,620,345 27,681,081 Pass
97.99% 2.01% 0.001% N/A 98.16% 1.84% N/A
Resolution 2: Amendments to the Company’s Constitution
Manner in which securityholder directed the proxy vote (at proxy Manner in which votes were cast in person or by proxy on a
close date) poll
VOTES VOTES VOTES VOTES VOTES VOTES VOTES VOTES
FOR AGAINST DISCRETIONARY ABSTAIN FOR AGAINST ABSTAIN RESULT
1,492,239,587 24,732,845 20,167 32,684,981 1,638,559,754 24,732,845 32,684,981 Pass
98.37% 1.63% 0.001% N/A 98.51% 1.49% N/A
Resolution 3: Approval of Europa Metals Ltd’s Incentive Plan
Manner in which securityholder directed the proxy vote (at proxy Manner in which votes were cast in person or by proxy on a
close date) poll
VOTES VOTES VOTES VOTES VOTES VOTES VOTES VOTES
FOR AGAINST DISCRETIONARY ABSTAIN FOR AGAINST ABSTAIN RESULT
1,483,198,233 32,857,620 20,167 33,601,560 1,629,518,400 32,857,620 33,601,560 Pass
97.83% 2.17% 0.001% N/A 98.02% 1.98% N/A
Resolution 4: Fixing of value of unmarketable parcels
Manner in which securityholder directed the proxy vote (at proxy Manner in which votes were cast in person or by proxy on a
close date) poll
VOTES VOTES VOTES VOTES VOTES VOTES VOTES VOTES
FOR AGAINST DISCRETIONARY ABSTAIN FOR AGAINST ABSTAIN RESULT
1,480,122,420 36,358,012 20,167 33,176,981 1,626,442,587 36,358,012 33,176,981 Pass
97.60% 2.40% 0.001% N/A 97.81% 2.19% N/A
Resolution 5: Grant of Incentive Options to, a related party, Laurence Read
Manner in which securityholder directed the proxy vote (at proxy Manner in which votes were cast in person or by proxy on a
close date) poll
VOTES VOTES VOTES VOTES VOTES VOTES VOTES VOTES
FOR AGAINST DISCRETIONARY ABSTAIN FOR AGAINST ABSTAIN RESULT
1,484,943,733 32,912,120 20,167 31,801,560 1,631,263,900 32,912,120 31,801,560 Pass
97.83% 2.17% 0.001% N/A 98.02% 1.98% N/A
Resolution 6: Grant of Incentive Options to, a related party, Myles Campion
Manner in which securityholder directed the proxy vote (at proxy Manner in which votes were cast in person or by proxy on a
close date) poll
VOTES VOTES VOTES VOTES VOTES VOTES VOTES VOTES
FOR AGAINST DISCRETIONARY ABSTAIN FOR AGAINST ABSTAIN RESULT
1,484,941,233 32,914,620 20,167 31,801,560 1,631,263,900 32,914,620 31,801,560 Pass
97.83% 2.17% 0.001% N/A 98.02% 1.98% N/A
Resolution 7: Grant of Incentive Options to, a related party, Colin Bird
Manner in which securityholder directed the proxy vote (at proxy Manner in which votes were cast in person or by proxy on a
close date) poll
VOTES VOTES VOTES VOTES VOTES VOTES VOTES VOTES
FOR AGAINST DISCRETIONARY ABSTAIN FOR AGAINST ABSTAIN RESULT
1,484,941,233 32,914,620 20,167 31,801,560 1,631,263,900 32,914,620 31,801,560 Pass
97.83% 2.17% 0.001% N/A 98.02% 1.98% N/A
Resolution 8: Grant of Incentive Options to, a related party, Evan Kirby
Manner in which securityholder directed the proxy vote (at proxy Manner in which votes were cast in person or by proxy on a
close date) poll
VOTES VOTES VOTES VOTES VOTES VOTES VOTES VOTES
FOR AGAINST DISCRETIONARY ABSTAIN FOR AGAINST ABSTAIN RESULT
1,484,941,233 32,914,620 20,167 31,801,560 1,631,263,900 32,914,620 31,801,560 Pass
97.83% 2.17% 0.001% N/A 98.02% 1.98% N/A
Resolution 9: Grant of Incentive Options to, a related party, Daniel Smith
Manner in which securityholder directed the proxy vote (at proxy Manner in which votes were cast in person or by proxy on a
close date) poll
VOTES VOTES VOTES VOTES VOTES VOTES VOTES VOTES
FOR AGAINST DISCRETIONARY ABSTAIN FOR AGAINST ABSTAIN RESULT
1,484,941,233 32,914,620 20,167 31,801,560 1,631,263,900 32,914,620 31,801,560 Pass
97.83% 2.17% 0.001% N/A 98.02% 1.98% N/A
Resolution 10: Authority to allot securities for non-cash consideration purposes
Manner in which securityholder directed the proxy vote (at proxy Manner in which votes were cast in person or by proxy on a
close date) poll
VOTES VOTES VOTES VOTES VOTES VOTES VOTES VOTES
FOR AGAINST DISCRETIONARY ABSTAIN FOR AGAINST ABSTAIN RESULT
1,515,897,420 35,350,245 20,167 30,409,748 1,662,217,587 35,350,245 30,409,748 Pass
97.72% 2.28% 0.001% N/A 97.92% 2.08% N/A
Resolution 11: Disapplication of Pre-emption Rights (authority to allot securities for
cash consideration purposes)
Manner in which securityholder directed the proxy vote (at proxy Manner in which votes were cast in person or by proxy on a
close date) poll
VOTES VOTES VOTES VOTES VOTES VOTES VOTES VOTES
FOR AGAINST DISCRETIONARY ABSTAIN FOR AGAINST ABSTAIN RESULT
1,489,618,408 31,178,345 20,167 31,178,345 1,635,938,575 31,178,345 31,178,345 Pass
97.95% 2.05% 0.001% N/A 98.13% 1.87% N/A
Share Consolidation
Further to the approval of Resolution 1 at the GM, the Company is proceeding with the 1 for
500 share consolidation with a record date of 6.00 p.m. (UK time) today. Following
implementation of the Consolidation there will be 33,444,375 new ordinary shares of nil par
value in issue (“New Ordinary Shares”).
Options and warrants currently in issue will also be consolidated on the same basis and their
exercise prices adjusted accordingly.
Application has been made to the London Stock Exchange for the admission of the New
Ordinary Shares to trading on AIM (“Admission”) and to the Johannesburg Stock Exchange
for quotation on AltX. It is expected that Admission will become effective and dealings in the
New Ordinary Shares commence at 8.00 a.m. on 16 July 2020. It is further expected that
CREST accounts will be credited with New Ordinary Shares on 16 July 2020 and that new
holdings statements (where applicable) will be despatched to security holders by no later than
24 July 2020.
Following Admission, the total issued ordinary share capital of the Company will comprise
33,444,375 New Ordinary Shares with voting rights. This figure may be used by shareholders
in the Company as the denominator for the calculations by which they will determine if they
are required to notify their interest in, or a change in their interest in, the Company’s share
capital.
The New Ordinary Shares will have an ISIN of AU0000090060 and SEDOL of BM9G091.
For further information on the Company, please visit www.europametals.com or contact:
Europa Metals Ltd
Dan Smith, Non-Executive Director and Company Secretary (Australia)
T: +61 417 978 955
Laurence Read, Executive Director (UK)
T: +44 (0)20 3289 9923
Strand Hanson Limited (Nominated Adviser)
Rory Murphy/Matthew Chandler
T: +44 (0)20 7409 3494
Turner Pope Investments (TPI) Limited (Broker)
Andy Thacker/Zoe Alexander
T: +44 (0)20 3657 0050
Sasfin Capital Proprietary Limited (a member of the Sasfin group)
Sharon Owens
T (direct): +27 11 809 7762
The information contained within this announcement is deemed by the Company to constitute
inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014.
United Kingdom
15 July 2020
Date: 15-07-2020 02:22:00
Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
the information published on SENS. The JSE, their officers, employees and agents accept no liability for (or in respect of) any direct,
indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
information disseminated through SENS.