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15th November 2007
Aga Foodservice Group plc ("Aga" or the "Company") announces that, at the Extraordinary General Meeting held earlier today, the ordinary resolution proposed to approve the sale of the Aga Foodservice Equipment businesses (as further detailed in the circular to shareholders dated 29 October 2007) was duly passed by the necessary majority.
The resolution and proxy votes cast are shown below:
Resolution: THAT the proposed sale by the Company of Aga Foodservice Equipment (as defined in the circular to the Company’s shareholders dated 29 October 2007) (the ‘‘Circular’’) be and is hereby approved on the terms and subject to the conditions contained in the sale and purchase agreement dated 19 October 2007 between the Company, AFG Properties Limited, AFG Holdings Limited, AFG Developments Limited and Ali SpA (the ‘‘Sale and Purchase Agreement’’) as described in the Circular and the directors of the Company (or any duly constituted committee thereof) be and are hereby authorised to conclude and implement the same in accordance with such terms and conditions and to agree such modifications, variations, revisions, waivers, amendments and extensions to or waivers of such terms and conditions (provided such modifications, variations, revisions, waivers, amendments and extensions are not of a material nature) and to any documents relating thereto as they may in their absolute discretion think fit.
The proxy votes cast in respect of the resolution were as follows:
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Votes For |
67,674,089 |
99.72% |
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Votes Against |
188,360 |
0.28% |
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Proxy Total |
67,862,449 |
100% |
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Votes Witheld |
44,427 |
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Notes: (i) The "Votes For" figures include those votes giving the Chairman discretion on casting the vote. (ii) A "Vote Withheld" is not a vote in law and is not counted in the total number of votes cast on a resolution or in the calculation of the percentages of the votes cast for or against a resolution,
The Company has forwarded to the Document Viewing Facility of the Financial Services Authority two copies of the resolution passed at the Extraordinary General Meeting. These copies will shortly be available for viewing at the Document Viewing Facility, at the address below, from 9.00am to 5.30pm on every weekday except bank holidays.
Document Viewing Facility The Financial Services Authority 25 The North Colonnade Canary Wharf London E14 5HS Tel: 020 7066 1000
Printed copies of the resolution may be obtained in writing to The Company Secretary, Aga Foodservice Group plc, 4 Arleston Way, Shirley, Solihull B90 4LH.
Enquiries:
Investors/analysts: Aga Foodservice Group plc +44 (0)121 711 6015 William McGrath (Chief Executive) Shaun Smith (Finance Director)
Media: Brunswick +44 (0)207 404 5959 Simon Sporborg Charlotte Kenyon
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