NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
9 October 2023
JD SPORTS FASHION PLC
PROPOSED ACQUISITION OF IBERIAN SPORTS RETAIL GROUP, S.L. ("ISRG") APPROVED BY JD SPORTS FASHION PLC ("JD") SHAREHOLDERS
Results of JD General Meeting
At the JD General Meeting held earlier today for JD's shareholders ("JD Shareholders") to consider the proposed acquisition by JD of 49.98 per cent. of shares in ISRG from Balaiko Firaja Invest, S.L. and Sonae Holdings, S.A. for cash consideration of €500.1 million (the "Transaction"), the JD Shareholders approved the Transaction. The Transaction is expected to close tomorrow, 10 October 2023.
Resolution
The full text of the resolution can be found in the Notice of General Meeting, contained in the circular published by JD on 22 September 2023 in connection with the Transaction (the "Circular"). This is available on JD's website at www.jdplc.com. The full poll voting results can also be found on JD's website at www.jdplc.com.
In accordance with Listing Rule 9.6.2R, the full text of the resolution passed at the JD General Meeting will also be submitted to the National Storage Mechanism and will be available in due course for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Voting results of the JD General Meeting
The table below sets out the results of the poll at the JD General Meeting held today. Each JD Shareholder, present in person or by proxy, was entitled to one vote per JD share held at the Voting Record Time.
| | FOR* | AGAINST | TOTAL | I.S.C. | WITHHELD** | ||
| | Number of Votes | % of Votes | Number of Votes | % of Votes | Number of | % | Number of |
| Ordinary resolution Authority to approve and implement the Transaction | 4,517,235,992 | 100.00% | 37,449 | 0.00% | 4,517,273,441 | 87.15 | 2,181,345 |
* Includes discretionary votes.
** A vote withheld is not a vote in law and is not counted in the calculation of the proportion of votes "For" or "Against" the resolutions.
The number of JD shares in issue at the Voting Record Time of 6.30 p.m. (London time) on 5 October 2023 was 5,183,135,745 and JD plc holds no ordinary shares in treasury. Therefore, the total number of voting rights in JD at the Voting Record Time was 5,183,135,745.
Enquiries
JD Sports Fashion Plc Tel: 0161 767 1000
Régis Schultz, Chief Executive Officer
Dominic Platt, Chief Financial Officer
Theresa Casey, General Counsel & Company Secretary
Mark Blythman, Investor Relations Director
Unless otherwise defined, all capitalised terms used but not defined in this announcement shall have the meaning given to them in the Circular.
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