Apax Global Alpha Ld - Cancellation of Listing

Apax Global Alpha

18/09/2025 07:00

RNS Number : 7454Z

Apax Global Alpha Limited

18 September 2025

 

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

18 September 2025

RECOMMENDED ACQUISITION

of

Apax Global Alpha Limited ("AGA")

by

Janus Bidco Limited ("Bidco")

a newly-formed Guernsey limited company indirectly owned by an investment vehicle to be advised by Apax Partners LLP ("Apax")

to be effected by means of a Court-sanctioned scheme of arrangement under Part VIII of the Companies (Guernsey) Law, 2008, as amended

 

CANCELLATION OF LISTING

On 21 July 2025, the boards of Apax Global Alpha Limited ("AGA") and Janus Bidco Limited ("Bidco") announced that they had reached agreement on the terms of a recommended cash acquisition of the entire issued and to be issued ordinary share capital of AGA by Bidco (the "Acquisition"). Bidco is a newly-formed Guernsey limited company, indirectly owned by an investment vehicle to be advised by Apax Partners LLP ("Apax"). Bidco shall be equity funded by one or more funds accounts or persons managed, advised or sub-advised by Ares Management LLC and/or its Affiliates. The Acquisition was implemented by way of a Court-sanctioned scheme of arrangement under Part VIII of the Companies (Guernsey) Law, 2008, as amended (the "Scheme").

Further to the announcement made by AGA on 17 September 2025 that the Scheme has become Effective in accordance with its terms, AGA confirms that the listing of ordinary shares in AGA on the Official List and their admission to trading on the London Stock Exchange are to be cancelled with effect from 8:00 a.m. (London time) today, 18 September 2025.

Capitalised terms used but not defined in this Announcement have the meanings given to them in the scheme document published on 13 August 2025 containing the full terms and conditions of the Acquisition (the "Scheme Document")

 

Enquiries:

AGA
Karl Sternberg
Via Montfort Communications
Jefferies International Limited(Lead Financial Adviser and Corporate Broker to AGA)
Gaudi Le Roux
Paul Bundred
Todd Miller
Amaury Criscuolo
James Umbers
+44 (0) 20 7029 8000
Winterflood Securities Limited (Joint Financial Adviser and Rule 3 Adviser to AGA)
Joe Winkley
Neil Morgan
+44 (0) 203 100 0000
Montfort Communications(PR Adviser to AGA)
Gay Collins
Matthew Jervois
Michael Schutzer-Weissmann
+44 (0) 7798 626 282
gaycollins@montfort.london
+44 (0) 7717 857 736
jervois@montfort.london
 +44 (0) 7539 993 601
schutzerweissmann@montfort.london
Apax / Bidco
Katarina Sallerfors
+44 (0) 207 872 6300
J.P. Morgan Cazenove (Sole Financial Adviser to Bidco (indirectly owned by an investment vehicle to be advised by Apax Partners LLP))
James Robinson
Jérémie Birnbaum
Valentina Proverbio
+44 (0) 203 493 8000
Campbell Lutyens & Co. Ltd (Secondary Adviser to Bidco (indirectly owned by an investment vehicle to be advised by Apax Partners LLP))
Immanuel Rubin
Ana Dicu
Ryan Franklin
+44 (0) 20 7439 7191
FTI Consulting (Communications Adviser to Apax and Bidco)
Alex Le May
Mitch Barltrop
Alexander Davis
+44 (0)20 3727 1000
ApaxPartners@fticonsulting.com

 

Skadden, Arps, Slate, Meagher & Flom (UK) LLP is retained as legal adviser to AGA.

Simpson Thacher & Bartlett LLP is retained as legal adviser to Apax and Bidco.

Latham & Watkins (London) LLP is retained as legal adviser to Ares.

Campbell Lutyens & Co Ltd. is retained as secondary adviser to Apax and Bidco in respect of the equity funding process for the Acquisition.

Sumitomo Mitsui Banking Corporation is retained sole bookrunner and mandated lead arranger of the certain funds debt financing in respect of the Acquisition.

Important Notice

Jefferies International Limited ("Jefferies"), which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for AGA and for no one else in connection with the Acquisition and/or any other matter referred to in this Announcement and will not be responsible to anyone other than AGA for providing the protections afforded to its clients or for providing advice in relation to the Acquisition, the contents of this Announcement, or another other matters referred to in this Announcement. Neither Jefferies nor any of its subsidiaries, Affiliates or branches owes or accepts any duty, liability or responsibility whatsoever (whether direct, indirect, consequential, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Jefferies in connection with this announcement, any statement or other matter or arrangement referred to herein or otherwise.

Winterflood Securities Limited ("Winterflood"), which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for AGA and for no one else in connection with the Acquisition and/or any other matter referred to in this Announcement and will not be responsible to anyone other than AGA for providing the protections afforded to its clients or for providing advice in relation to the Acquisition, the contents of this Announcement or any other matters referred to in this Announcement.

J.P. Morgan Securities plc, which conducts its UK investment banking business as J.P. Morgan Cazenove ("J.P. Morgan Cazenove"), is authorised in the United Kingdom by the PRA and regulated in the United Kingdom by the PRA and the FCA. J.P. Morgan Cazenove is acting as financial adviser exclusively for Bidco and no one else in connection with the matters set out in this Announcement and will not regard any other person as its client in relation to the matters in this announcement and will not be responsible to anyone other than Apax and Bidco for providing the protections afforded to clients of J.P. Morgan Cazenove or its affiliates, nor for providing advice in relation to any matter referred to herein.

General

If you are in any doubt about the contents of this Announcement or the action you should take, you are recommended to seek your own independent financial advice immediately from your stockbroker, bank manager, solicitor accountant or independent financial adviser duly authorised under FSMA if you are a resident in the United Kingdom or, if not, from another appropriately authorised independent financial adviser.

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