Result of Meeting

Molecular Energies PLC

15 April 2024

 

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	[phone] [e-mail]
Cavendish Capital Markets Limited (Nominated Adviser & Broker) Simon Hicks George Dollemore	[phone]
Tavistock (Financial PR & IR) Simon Hudson, Nick Elwes, Saskia Sizen	[phone]

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.

 

END