TIDMEZH
RNS Number : 6848M
easyHotel PLC
18 September 2019
18 September 2019
easyHotel plc
easyHotel plc
("easyHotel", the "Group" or the "Company")
Offer update
The Board of easyHotel notes the announcement by the Board of
Citrus UK Bidco Limited ("Bidco") that as at 1.00pm on 17(th)
September 2019 it had received valid acceptances in respect of
easyHotel Shares which, together with easyHotel Shares BidCo has
acquired before or during the Offer, result in Bidco holding an
aggregate 99,350,698 easyHotel Shares representing 68.06 per cent.
of easyHotel's issued share capital and that the Offer, which is
now wholly unconditional, will now remain open for further
acceptances until 1.00pm on 1st October 2019.
With 27.86 per cent. of easyHotel's issued share capital
understood to be held by easyGroup Holdings Limited ("easyGroup"),
this leaves the balance of only 4.08 per cent. of easyHotel's
issued share capital not now owned either by BidCo or
easyGroup.
Recommendation
As stated in the Offer Document on 19 August 2019, the
Independent Directors of easyHotel following advice from Investec
as to the financial terms of the Offer, consider the terms of the
Offer to be fair and reasonable and unanimously recommend that you
accept the Offer in respect of all of your easyHotel Shares.
The Independent easyHotel Directors are conscious that liquidity
in the easyHotel Shares may now be very limited, and likely to
remain so, and that the Offer enables easyHotel Shareholders to
realise in cash the value of their shareholdings at an attractive
premium of 34.8 per cent. to the Closing Price of 70.5 pence for
each easyHotel Share on 2 August 2019 (being the last Business Day
before commencement of the Offer Period).
Accordingly, easyHotel Shareholders who have not yet accepted
the Offer are recommended to do so as soon as possible. The Offer
remains open for acceptance until 1.00 p.m. on 1 October 2019.
Action to be taken in respect of the Offer
The procedure for acceptance of the Offer is set out in
paragraph 15 of Section 2 and in Parts D and E of Section 3 of the
Offer Document and, in respect of certificated easyHotel Shares, as
further described in the Form of Acceptance accompanying the Offer
Document.
Further copies of the Offer Document and the Form of Acceptance
may be obtained by contacting the Receiving Agent, Link Asset
Services, on 0371 664 0321 (if calling within the UK) or on +44 (0)
371 664 0321 (if calling from outside the UK). Please note that
Link Asset Services cannot provide any financial, legal or tax
advice.
The Offer remains subject to the other terms set out in the
Offer Document and the Form of Acceptance.
Further
Capitalised terms used but not defined in this announcement
shall have the meanings given to them in the Offer Document.
Enquiries:
easyHotel plc
Guy Parsons, Chief Executive www.easyhotel.com
Officer
Gary Burton, Chief Financial http://ir.easyhotel.com
Officer
Investec (Nominated Adviser
and Broker) +44 (0) 20 7597 5970
Chris Treneman / David Anderson
Houston PR (Financial PR) +44 (0) 20 3701 7660
Kate Hoare / Laura Stewart
Additional disclosures
Investec, which is authorised by the PRA and regulated in the
United Kingdom by the FCA and the PRA, is acting exclusively as for
easyHotel and no one else in relation to the matters set out in
this Announcement and will not be responsible to anyone other than
easyHotel for providing the protections afforded to the clients of
Investec, or for providing advice in relation to the contents of
this Announcement or any other matter referred to herein. Neither
Investec nor any of its subsidiaries, branches or affiliates owes
or accepts any duty, liability or responsibility whatsoever
(whether direct or indirect, whether in contract, in tort, under
statute or otherwise) to any person who is not a client of Investec
in connection with this Announcement, any statement contained
herein or otherwise.
Disclosure requirements of the Code
Under Rule 8.3(a) of the Code, any person who is interested in 1
per cent. or more of any class of relevant securities of an offeree
company or of any securities exchange offeror (being any offeror
other than an offeror in respect of which it has been announced
that its offer is, or is likely to be, solely in cash) must make an
Opening Position Disclosure following the commencement of the offer
period and, if later, following the announcement in which any
securities exchange offeror is first identified. An Opening
Position Disclosure must contain details of the person's interests
and short positions in, and rights to subscribe for, any relevant
securities of each of (i) the offeree company and (ii) any
securities exchange offeror(s). An Opening Position Disclosure by a
person to whom Rule 8.3(a) applies must be made by no later than
3.30 pm (London time) on the 10th business day following the
commencement of the offer period and, if appropriate, by no later
than 3.30 pm (London time) on the 10th business day following the
announcement in which any securities exchange offeror is first
identified. Relevant persons who deal in the relevant securities of
the offeree company or of a securities exchange offeror prior to
the deadline for making an Opening Position Disclosure must instead
make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes,
interested in 1 per cent. or more of any class of relevant
securities of the offeree company or of any securities exchange
offeror must make a Dealing Disclosure if the person deals in any
relevant securities of the offeree company or of any securities
exchange offeror. A Dealing Disclosure must contain details of the
dealing concerned and of the person's interests and short positions
in, and rights to subscribe for, any relevant securities of each of
(i) the offeree company and (ii) any securities exchange
offeror(s), save to the extent that these details have previously
been disclosed under Rule 8. A Dealing Disclosure by a person to
whom Rule 8.3(b) applies must be made by no later than 3.30 pm
(London time) on the business day following the date of the
relevant dealing.
If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire or control an
interest in relevant securities of an offeree company or a
securities exchange offeror, they will be deemed to be a single
person for the purpose of Rule 8.3.
Opening Position Disclosures must also be made by the offeree
company and by any offeror and Dealing Disclosures must also be
made by the offeree company, by any offeror and by any persons
acting in concert with any of them (see Rules 8.1, 8.2 and
8.4).
Details of the offeree and offeror companies in respect of whose
relevant securities Opening Position Disclosures and Dealing
Disclosures must be made can be found in the Disclosure Table on
the Takeover Panel's website at www.thetakeoverpanel.org.uk,
including details of the number of relevant securities in issue,
when the offer period commenced and when any offeror was first
identified. You should contact the Panel's Market Surveillance Unit
on +44 (0)20 7638 0129 if you are in any doubt as to whether you
are required to make an Opening Position Disclosure or a Dealing
Disclosure.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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