Result of General Meeting

Victoria PLC

05 October 2026

 

Victoria PLC

('Victoria' or the 'Company', or the 'Group')

Result of General Meeting

Victoria PLC, (LSE: VCP) the international designer, manufacturer and distributor of innovative flooring, announces that at the General Meeting ('GM') held earlier today, all resolutions set out in the Notice of General Meeting were passed with 99.99% of the votes cast supporting the resolutions.

The resolutions were proposed in connection with the implementation of the Company's comprehensive refinancing of its 2028 Senior Secured Notes and the Preferred Shares held by KED Victoria Holdings, LLC ("KED Victoria"), as set out in the Company's circular to shareholders dated 17 September 2026.

Upon completion the refinancing will:

·    Reduce senior secured debt and Preferred Shares liabilities by at least £300 million with the benefit accruing          to ordinary equity holders and significantly deleveraging the Company

·    Eliminate near-term equity dilution risk from KED Victoria's Preferred Shares

·    Cut annual finance costs including the Preferred Shares PIK dividend by approximately £34 million

·    Extend debt maturities through the issue of new 2031 notes

The voting results for each resolution were as follows:

Resolution  (* indicates special resolution)	Votes For	%	Votes Against	%
Resolution 1 - Redesignation of A Preferred Shares into Ordinary Shares; authority to allot Ordinary Shares to Senior Secured Noteholders; authority to allot Amended A Preferred Shares, Ordinary Shares and/or Non-Voting Ordinary Shares on redemption or conversion (as applicable) of the CVR; and authority to allot New KED Capital Reduction Ordinary Shares to KED Victoria.	66,745,881	99.99	4,603	0.01
Resolution 2* - Cancellation of A Preferred Shares and repayment to KED Victoria in the form of the CVR, New Second Priority Notes and New KED Capital Reduction Ordinary Shares; cancellation of the share premium attaching to A Preferred Shares; and cancellation of B Preferred Shares.	66,744,594	99.99	5,899	0.01
Resolution 3* - Disapplication of pre-emption rights in respect of certain authorities to allot shares conferred by Resolution 1; and adoption of new articles of association of the Company.	66,745,776	99.99	4,777	0.01

The results of the GM will also be available from today on the Company's website at www.victoriaplc.com.

For more information contact:

Victoria PLC Geoff Wilding, Executive Chairman Alec Pratt, Chief Financial Officer	www.victoriaplc.com/investors-welcome Via Edelman Smithfield PR
Singer Capital Markets (Nominated Adviser and Joint Broker) Shaun Dobson, James Fischer	[phone]
Berenberg (Joint Broker) Ben Wright, Harry Nicholas, Tom Ballard	[phone]
Edelman Smithfield (Investor Relations)    Alex Simmons	[phone] or [e-mail]

About Victoria PLC (www.victoriaplc.com)

Established in 1895 and listed since 1963 and on AIM since 2013 (VCP.L), Victoria PLC, is an international manufacturer and distributor of innovative flooring products. The Company, which is headquartered in Worcester, UK, designs, manufactures and distributes a range of carpet, flooring underlay, ceramic tiles, LVT (luxury vinyl tile), artificial grass and flooring accessories.

Victoria has operations in the UK, Spain, Italy, Belgium, the Netherlands, Germany, Turkey, the USA, and Australia and employs approximately 5,000 people across more than 30 sites. Victoria is Europe's largest carpet manufacturer and the second largest in Australia, as well as the largest manufacturer of underlay in both regions.

The Company's strategy is designed to create value for its shareholders and is focused on consistently increasing earnings and cash flow per share via acquisitions and sustainable organic growth.

 

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