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THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY, AND DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION OF AN OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SECURITIES OF CELLBXHEALTH PLC.
Results of General Meeting and Proposed Board Changes
· All Resolutions duly passed by Shareholders at General Meeting
· Subject to due diligence, four appointments to the Board anticipated in January 2026
· Peter Collins transitions from Interim CEO to CEO
Guildford, UK - 15 December 2025 - CELLBXHEALTH plc (AIM:CLBX), a leader in circulating tumour cell (CTC) intelligence, with tests and services supporting research, drug development and clinical oncology, announces that all Resolutions proposed at the General Meeting held earlier today were duly passed by Shareholders on a poll. The results of the votes will shortly be available on the Company's website.
Accordingly, following the passing of all Resolutions, application has been made to the London Stock Exchange for a total of 816,760,990 New Ordinary Shares, issued in relation to the Fundraising, to be admitted to trading on AIM. First Admission will be in respect of 9,090,000 New Ordinary Shares and is expected to occur at 8.00 a.m. on or around 16 December 2025. Second Admission will be in respect of 807,670,990 New Ordinary Shares comprising the Second Tranche Placing Shares, the Subscription Shares, the Retail Offer Shares and the Additional Subscription Shares and is expected to occur at 8.00 a.m. on 18 December 2025 (or, in each case, such later time and/or date as Cavendish and the Company may agree (being no later than 8.00 a.m. on 16 January 2026).
As outlined in the announcement of the Fundraising made by the Company on 24 November 2025 (the "Announcement") and in the Circular containing the notice of General Meeting published on 25 November 2025, Resolution 1 authorises the Sub-division of the Existing Ordinary Shares of £0.10 (10 pence) each into one New Ordinary Share of 0.05 pence each and one Deferred Share of 9.95 pence each.
No new share certificates representing the Ordinary Shares will be sent to Shareholders who hold Existing Ordinary Shares in certificated form following the Sub-division. Accordingly, share certificates for the Existing Ordinary Shares will remain valid, and will only be replaced when the old share certificates are surrendered for cancellation following the transfer, transmission or other disposal of Ordinary Shares. The nominal value of shares already held in CREST will be updated at approximately 8.00 a.m. on 16 December 2025. Following completion of the Sub-division, the New Ordinary Shares will have the same rights (save as to nominal value) as the Existing Ordinary Shares, including voting, dividend and other rights.