Further re: Notice of Extraordinary General Meeting - Amendments to Resolution
Thursday, 11 April 2024
KR1 plc
(“KR1” or the “Company”)
Further re: Notice of Extraordinary General Meeting - Amendments to Resolution
Further to the Company's announcement of 10 April 2024 regarding the convening of an Extraordinary General Meeting of the Company for 10.00 a.m. on 29 April 2024, the Company announces its intention to amend the Resolution to be proposed at the EGM to clarify the minimum and maximum price at which the Company may make market acquisitions of its Ordinary Shares pursuant to the Resolution and to correct minor typographical errors.
No new notice of EGM will be published and the amendments to the Resolution will be effected by a motion to be passed at the EGM. Furthermore, no new Form of Proxy will be posted to Shareholders.
The full text of the amended Resolution is set out below:
"That, without prejudice to, and in addition to and not in substitution for, any existing authorities, the Company be and is hereby authorised, in accordance with the Isle of Man Companies Act 2006 (as amended), to make market acquisitions of ordinary shares in the capital of the Company ("Ordinary Shares"), provided that:
(a) the maximum aggregate number of Ordinary Shares hereby authorised to be purchased is 26,587,691 Ordinary Shares, being 14.99% of the issued number of Ordinary Shares (excluding treasury shares) at the date of this document or, if lower, such number as is equal to 14.99% of the issued number of Ordinary Shares at the date of passing this resolution;
(b) the minimum price which may be paid for an Ordinary Share is £0.0019 (being the nominal value of an Ordinary Share);
(c) the maximum price (exclusive of expenses) which may be paid for an Ordinary Share is the higher of:
(i) 105% of the average of the middle market quotations for an Ordinary Share (as derived from the Aquis Stock Exchange) for the five business days immediately preceding the day on which such Ordinary Share is contracted to be purchased; and
(ii) the higher of the price of the last independent trade in the Ordinary Shares and the highest then current independent bid for an Ordinary Share on the trading venue where the purchase is carried out; and
(d) unless previously renewed, revoked or varied the authority hereby conferred shall expire at the conclusion of the annual general meeting of the Company to be held in 2025 or the date falling 18 months after the passing of this resolution, whichever is the earlier, save that the Company may before such expiry make a contract or contracts to purchase Ordinary Shares under the authority hereby conferred prior to the expiry of such authority which will or may be completed or executed wholly or partly after such expiry and may make a purchase of Ordinary Shares in pursuance of any such contract or contracts."
Capitalised terms used in this announcement have the meanings given to them in the circular to shareholders of the Company dated 10 April 2024.
--ENDS--
For further information please contact:
| KR1 plc | +44 (0)1624 630 630 |
| Peterhouse Capital Limited (Aquis Corporate Adviser) | +44 (0)20 7469 0930 |
| SEC Newgate (Financial Communications) | +44(0)20 3757 6882
|
About KR1 plc
KR1 plc is a leading digital asset investment company supporting early-stage decentralised and open source blockchain projects. Founded in 2016 and publicly traded in London on the Aquis Growth Market (KR1:ASE), KR1 has one of the longest and most successful track records of investment in the digital assets space by investing in decentralised platforms and protocols that are emerging to form new financial and internet infrastructures.
Market Abuse Regulation (MAR) Disclosure
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation EU 596/2014 as it forms part of retained EU law (as defined in the European Union (Withdrawal) Act 2018).
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