30 Jun 2016 07:00
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
30 June 2016
CASH OFFER
for
Sweett Group plc ("Sweett")
by
WSP Global Inc. ("WSP")
to be effected by means of a Scheme of Arrangementunder Part 26 of the Companies Act 2006
Statement by WSP in respect of its cash offer for Sweett
On 25 May 2016, the boards of Sweett and WSP jointly announced the recommended cash offer by WSP of the entire issued and to be issued share capital of Sweett (the "Acquisition"). As outlined in that announcement, the Acquisition was to be effected by way of a scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme") at a price of 35 pence per Sweett Share.
On 8 June 2016, Sweett sent a circular to Sweett Shareholders (the "Scheme Document") setting out, among other things, details of the Acquisition, the full terms and conditions of the Scheme and an Explanatory Statement, together with the action to be taken by Sweett Shareholders. The Scheme Document also contained notices convening the Court Meeting and General Meeting.
On 24 June 2016, the boards of Sweett and Currie & Brown Holdings Limited ("Currie & Brown") announced a recommended cash offer at 42 pence per Sweet Share and the board of Sweett announced that it had withdrawn its recommendation to Sweett Shareholders to vote in favour of the Acquisition.
On 27 June 2016, WSP announced that the board of WSP was considering its options in light of the recommended cash offer by Currie & Brown at the higher price of 42 pence per Sweett Share. The board of WSP now confirms that its cash offer of 35 pence per Sweett Share is final, and that this offer will not be increased.
The Acquisition will lapse if the Scheme does not become effective by 5.00 p.m. (London Time) on 31 August 2016 (or such later date and time as WSP and Sweett may agree and the Court and the Panel may allow) or an offer for Sweett by another bidder becomes unconditional before such date.
Capitalised terms in this announcement, unless otherwise defined, have the same meanings as set out in the Scheme Document. Copies of this announcement will be available (subject to certain restrictions relating to persons in certain overseas jurisdictions) on WSP's website www.wsp-pb.com by no later than 12.00 noon (London time) on 1 July 2016.
This announcement is made without the consent of Sweett.
Enquiries: | |
WSP Global Inc. | |
Pierre Shoiry - Chief Executive Officer Alexandre L'Heureux - Chief Financial Officer and incoming CEO Isabelle Adjahi - Vice President, Investor Relations and Corporate Communications Paul Dollin - Chief Operating Officer
| +1 (514) 340 0046 +1 (514) 340 0046
+1 (514) 340 0046 +44 (0) 20 7314 5000 |
Opus Corporate Finance LLP (WSP's Financial Adviser) | |
Malcolm Strang
| +44 (0) 20 7025 3600 |
Opus Corporate Finance LLP ("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 Offer 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 Offer or any matter or arrangements referred to herein.