Results of Class MeetingsSource: RNS
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (A) IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA) (THE "UNITED STATES" OR THE "U.S.") OR TO ANY "U.S. PERSON" AS DEFINED IN REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"), OTHER THAN A "QUALIFIED INSTITUTIONAL BUYER" AS DEFINED IN RULE 144A UNDER THE SECURITIES ACT OR (B) IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.
Standard Chartered PLC
4 January 2023
RESULTS OF CLASS MEETINGS
Wednesday 4 January 2023
On 8 November 2022, Standard Chartered PLC (the "Company") announced its proposal to amend the terms and provisions of each of the 6.409% non-cumulative redeemable preference shares of US$5 each in the share capital of the Company (the "6.409% Preference Shares") and the 7.014% non-cumulative redeemable preference shares of US$5 each in the share capital of the Company (the "7.014% Preference Shares" and, together with the 6.409% Preference Shares, the "Preference Shares") (the "Proposals"), the full terms and conditions of which were contained in the Consent Solicitation Memorandum and Notices of Class Meeting dated 8 November 2022 (the "Consent Solicitation Memorandum"). Unless otherwise defined, capitalised terms used in this notice have the meanings given in the Consent Solicitation Memorandum.
The separate adjourned class meetings of the holders of the 6.409% Preference Shares and of the holders of the 7.014% Preference Shares were both held today (together, the "Class Meetings"). A special resolution on whether to approve the Proposals in respect of the relevant series of Preference Shares was put to each Class Meeting and was voted on by the relevant Preference Shareholders in accordance with the voting instructions validly submitted by Eligible ADS Holders.
Notwithstanding the fact that 67% of the votes cast in respect of the 6.409% Preference Shares and 60% of the votes cast in respect of the 7.014% Preference Shares were in favour of the Proposals, neither resolution was passed at the Class Meetings and accordingly the Proposals are not being implemented pursuant to those resolutions. The Company is considering any appropriate next steps.
For further information, please contact:
THE SOLICITATION AGENTS
J.P. Morgan Securities LLC
+1 (866) 834-4666
J.P. Morgan Securities plc
+44 20 7134 2468
Standard Chartered Bank
London EC2V 5DD
+1 212 667 0351 / +44 (0)20 7885 5739