Made.com Group Plc Recommended MVL and Notice of GM (5335K)
22 12월 2022 - 4:00PM
UK Regulatory
TIDMMADE
RNS Number : 5335K
Made.com Group Plc
22 December 2022
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR PART,
IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
22 December 2022
Made.com Group Plc
("MADE" or the "Company")
Recommended Members' Voluntary Liquidation of the Company
and
Publication of Circular and Notice of General Meeting
On 9 November 2022, the Company announced that MADE.com Design
Ltd ("MDL"), MADE's operating subsidiary, had notified the Company
that it had appointed Zelf Hussain, Peter David Dickens and Rachael
Maria Wilkinson of PricewaterhouseCoopers LLP as administrators of
MDL. The Company further announced that, following the suspension
of the Company's shares from trading on the London Stock Exchange's
Main Market for listed securities on 1 November 2022, the Board
expected that in due course the listing of the Company's shares
would be cancelled, any residual value would be distributed to the
Company's shareholders and the Company would be wound up. As at the
date of this announcement, the Company's shares remain suspended
from trading on the London Stock Exchange.
After discussions with its advisers, and for the reasons further
set out in the Circular referred to below, the Board is proposing
that the Company is placed into Members' Voluntary Liquidation.
This will enable liquidators appointed by the Company to realise
the Company's remaining assets pending completion of the
administration of MDL and for the Company to save the ongoing costs
of a listed company in this period (as entry into the Members'
Voluntary Liquidation will result in the listing of the Company's
shares on the Official List being cancelled). Any residual value
will then be distributed to shareholders and the Company will be
wound-up in due course (the "Proposal").
A circular outlining the full details of the Proposal and
recommendation to shareholders to vote in favour of resolutions to
approve the Proposal (the "Circular") has today been published. The
Circular includes a notice of a general meeting of the Company to
be held on 16 January 2023 at 8:00am at the offices of Herbert
Smith Freehills LLP, Exchange House, Primrose Street, London, EC2A
2EG, United Kingdom ("General Meeting") to consider resolutions to
approve the Proposal.
Shareholders are encouraged to vote on the resolutions to be
proposed at the General Meeting in advance. In order to ensure that
votes are registered, shareholders are strongly advised to vote by
Proxy Form, through the Registrar's online voting facility
www.sharevote.co.uk , or in the case of CREST members, by utilising
the service offered by Euroclear UK & International Limited for
electronic proxy appointments, in advance of the deadline of 8:00am
on 12 January 2023. The voting record date for the General Meeting
will be 6.30pm on 12 January 2023. The total of the votes cast by
shareholders for, against or withheld on each of the resolutions to
be put to the meeting will be published on the Company's website
shortly after the meeting.
A copy of the Circular has been sent to shareholders (other than
those who have elected for notification by electronic
communication) and an electronic copy will shortly be available to
download from the Company's website at
https://corporate.made.com/investors/ . A copy of the Circular has
been submitted to the National Storage Mechanism and it will
shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism . The
contents of the Company's website is not incorporated into and does
not form part of this announcement.
Enquiries:
MADE
Nicola Thompson, Chief Executive Officer
Patrick Lewis, Chief Financial Officer
Laura Tyler, General Counsel & Company Secretary
companysecretary@made.com
PricewaterhouseCoopers LLP
Steven Sherry
Emma Cray
+44 (0) 20 7583 5000
J.P. Morgan Cazenove (Corporate Broker)
Bill Hutchings
James Summer
+44 207 742 4000
Terms used but not defined in this announcement have the meaning
set out in the Circular.
LEI: 213800HTMSVKO71K6O71
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END
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December 22, 2022 02:00 ET (07:00 GMT)
Made.com (LSE:MADE)
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