Murgitroyd Group PLC Scheme of Arrangement becomes Effective (5004X)
December 19 2019 - 6:00AM
UK Regulatory
TIDMMUR
RNS Number : 5004X
Murgitroyd Group PLC
19 December 2019
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
FOR IMMEDIATE RELEASE
RECOMMENDED CASH ACQUISITION
of
Murgitroyd Group PLC
("Murgitroyd" or the "Company")
by
Project Petra Bidco Limited
("Bidco")
a newly incorporated entity indirectly controlled by funds
managed by Sovereign Capital Partners LLP
to be effected by means of a Court-sanctioned scheme of
arrangement under Part 26 of the Companies Act 2006
Scheme of Arrangement becomes Effective
The Boards of Murgitroyd and Bidco are pleased to announce that,
further to the announcement on 17 December 2019, the Scheme has now
become effective in accordance with its terms.
Scheme Shareholders on the register of members of the Company at
the Scheme Record Time, being 6.00 p.m. on 18 December 2019, will
receive 675 pence in cash for each Scheme Share. The latest date
for despatch of cheques and settlement of the cash consideration
for the Acquisition is 2 January 2020.
Murgitroyd Shares were suspended from trading on AIM with effect
from 7.30 a.m. on 19 December 2019. The cancellation of admission
to trading of Murgitroyd Shares on AIM is expected to take effect
at 7.00 a.m. on 20 December 2019.
As a result of the Scheme having become effective, share
certificates in respect of Murgitroyd Shares have ceased to be
valid documents of title and entitlements to Murgitroyd Shares held
in uncertificated form in CREST are being cancelled.
Additionally, as a result of the Scheme becoming effective, Ian
Murgitroyd, Willie MacDiarmid, Mark Kemp-Gee, John Reid and Helga
Chapman have resigned as Non-Executive Directors of the Board of
Murgitroyd.
Defined terms used but not defined in this announcement have the
meaning given to them in the scheme circular sent to Murgitroyd
Shareholders on 30 October 2019.
Enquiries:
Murgitroyd Tel: +44 (0) 141
307 8400
Edward Murgitroyd / Keith Young
Nplus1 Singer (Financial Adviser, Joint Rule
3 Adviser and Broker to Murgitroyd) Tel: +44 (0) 207
Sandy Fraser / George Tzimas / Amanda Gray 496 3000
Deloitte (Financial Adviser and Joint Rule
3 Adviser to Murgitroyd)
Chris Nicholls / Gavin Hood / Craig Lukins Tel: +44 (0) 207
/ Roger Mayor 936 3000
Media and Investor Enquiries:
TB Cardew (Public Relations Advisers to Murgitroyd) Tel: +44 (0) 207
930 0777
Nadja Vetter
Important notices
Nplus1 Singer, which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority, is acting as financial
adviser to Murgitroyd and for no one else in connection with the
Acquisition or any matters referred to in this Announcement and
will not be responsible to anyone other than Murgitroyd for
providing the protections afforded to its clients nor for providing
advice in relation to the Acquisition, the contents of this
Announcement or any other matters referred to in this
Announcement.
Deloitte is acting for Murgitroyd and no-one else in connection
with the Acquisition and will not be responsible to anyone other
than Murgitroyd for providing the protections offered to clients of
Deloitte or for providing advice in relation to the Acquisition.
Deloitte is authorised and regulated in the United Kingdom by the
Financial Conduct Authority in respect of regulated activities.
Deloitte can be contacted at its principal office: 1 New Street
Square, London EC4A 3HQ.
Publication on website and availability of hard copies
A copy of this Announcement will be made available free of
charge on Murgitroyd's website at www.murgitroydgroup.com. Neither
the content of any website referred to in this Announcement nor the
content of any website accessible from hyperlinks is incorporated
into, or forms part of, this Announcement.
Any person who is required to be sent a copy of this
Announcement under the Code, and who has not received a hard copy
of it, may request a hard copy of this Announcement (and any
information incorporated by reference in this Announcement) by
submitting a request by telephone to Link Asset Services on +44
(0)37 1664 0321 during normal business hours. Please note that Link
Asset Services cannot provide any financial, legal or tax advice
and calls may be recorded and monitored for security and training
purposes.
Save as otherwise referred to above, a hard copy of this
Announcement will not be sent unless requested. Any such person may
also request that all future documents, announcements and
information in relation to the Acquisition should be sent to them
in hard copy form.
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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