WSP Global Inc. WSP Global Inc. Offer Update on Irrevocables (7360D)
08 Julho 2016 - 1:09PM
UK Regulatory
TIDMCSG
RNS Number : 7360D
WSP Global Inc.
08 July 2016
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN
PART, 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
8 July 2016
CASH OFFER
for
Sweett Group plc ("Sweett")
by
WSP Global Inc. ("WSP")
to be effected by means of a Scheme of Arrangement
under Part 26 of the Companies Act 2006
Update on irrevocable undertakings
Further to its recommended cash offer announcement released on
25 May 2016, the Scheme Document dated 8 June 2016 and the
Supplementary Circular dated 21 June 2016, WSP announces a revision
to the irrevocable undertaking given by Close Asset Management
Holdings Limited ("CAMHL"). Following the sale of a further 11,278
Sweet Shares by CAMHL, having received instructions from the
relevant beneficial owners of such shares, the number of Sweett
Shares over which CAMHL has provided an irrevocable undertaking has
fallen to 3,013,613 Sweet Shares, representing approximately 4.39
per cent. of the share capital of Sweett in issue on 7 July 2016
(being the last Business Day prior to the date of this
announcement).
In aggregate, therefore, irrevocable undertakings to vote in
favour of the Scheme at the Court Meeting and in favour of the
Special Resolution to be proposed at the General Meeting, have been
received in respect of up to 11,243,629 Sweett Shares, representing
approximately 16.37 per cent. of the share capital of Sweett in
issue on 7 July 2016 (being the last Business Day prior to the date
of this announcement).
If Cyril Sweett Trustee Company Limited does not receive any
instructions from Share Incentive Plan Participants to abstain or
vote against the Scheme at the Court Meeting and in favour of the
Special Resolution to be proposed at the General Meeting, total
irrevocable undertakings received shall be in respect of up to
19,149,410 Sweett Shares, representing approximately 27.88 per
cent. of the share capital of Sweett in issue on 7 July 2016 (being
the last Business Day prior to the date of this announcement).
On 24 June 2016, the boards of Sweett and Currie & Brown
Holdings Limited announced a recommended cash offer at 42 pence per
Sweet Share and the board of Sweett announced that it had withdrawn
its recommendation to Sweett Shareholders to vote in favour of the
Acquisition. In light of this, the Chairman of each of the Court
Meeting and the General Meeting scheduled for 29 June 2016
adjourned the meetings.
On 30 June 2016, the board of WSP confirmed that its cash offer
of 35 pence per Sweett Share is final, and that this offer will not
be increased.
Capitalised terms in this announcement, unless otherwise
defined, have the same meaning given to them in the Scheme Document
dated 8 June 2016.
Enquiries:
WSP Global Inc.
Pierre Shoiry - Chief Executive
Officer +1 (514) 340
Alexandre L'Heureux - Chief 0046
Financial Officer and incoming +1 (514) 340
CEO 0046
Isabelle Adjahi - Vice President, +1 (514) 340
Investor Relations and Corporate 0046
Communications
Paul Dollin - Chief Operating +44 (0) 20 7314
Officer 5000
Opus Corporate Finance LLP (WSP's
Financial Adviser)
+44 (0) 20 7025
Malcolm Strang 3600
Opus, which is authorised and regulated in the United Kingdom by
the Financial Conduct Authority, is acting exclusively for WSP and
no one else in connection with the Acquisition and the other
matters referred to in this announcement and the Scheme Document
and will not be responsible to anyone other than WSP for providing
the protections afforded to clients of Opus or for providing advice
in connection with the Acquisition or any matter or arrangement
referred to herein.
A copy of this announcement will be available free of charge,
subject to certain restrictions relating to persons resident in
Restricted Jurisdictions, on the investor relations section of WSP
at www.wsp-pb.com by no later than 12.00 noon (London time) on the
Business Day following this announcement. The contents of WSP's
website nor those of any other website accessible from hyperlinks
on WSP's website, are incorporated into or form part of this
announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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July 08, 2016 12:09 ET (16:09 GMT)
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