NOT
FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART,
DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO
DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF SUCH JURISDICTION.
THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.8 OF THE CITY
CODE ON TAKEOVERS AND MERGERS (THE "CODE").
THIS ANNOUNCEMENT CONTAINS INSIDE
INFORMATION.
FOR
IMMEDIATE
RELEASE
10 January 2025
Statement of intention not to make an offer for Team Internet
Group plc
On 7 January 2025, Team Internet
Group plc ("Team Internet")
announced it was in receipt of an approach from TowerBrook Capital
Partners (U.K.) LLP ("TowerBrook") regarding a possible offer
to acquire the entire issued and to be issued share capital of Team
Internet.
TowerBrook today confirms that it
does not intend to make an offer for Team Internet.
Accordingly, except with the consent of the Panel
on Takeovers and Mergers (the "Takeover Panel"), TowerBrook, and any
person acting in concert with TowerBrook, is bound by the
restrictions under Rule 2.8 of the Code.
Under Note 2 on Rule 2.8 of the
Code, TowerBrook, and any person acting in concert with TowerBrook,
reserves the right to set aside the restrictions in Rule 2.8 of the
Code in the following circumstances:
i) with the
agreement or recommendation of the board of Team
Internet;
ii) following the
announcement of a firm intention to make an offer for Team
Internet, by or on behalf of a third party;
iii) following the
announcement by Team Internet of a Rule 9 waiver proposal (as
described in Note 1 of the Notes on Dispensations from Rule 9) or a
reverse takeover (as defined in the Code); and/or
iv) if there has been a
material change of circumstances (as determined by the Takeover
Panel).
Enquiries:
Important notices
This announcement is not intended
to, and does not, constitute or form part of any offer, invitation
or the solicitation of an offer to purchase, otherwise acquire,
subscribe for, sell or otherwise dispose of, any securities or the
solicitation of any vote, in any jurisdiction whether pursuant to
this announcement or otherwise.
The release, publication or
distribution of this announcement in jurisdictions outside the
United Kingdom may be restricted by law and therefore persons into
whose possession this announcement comes should inform themselves
about, and observe such restrictions. Any failure to comply
with such restrictions may constitute a violation of the securities
law of any such jurisdiction.