REG-Britvic plc Rule 2.9 Announcement

BritvicAnnouncement

02/01/2025 14:00

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Britvic plc (BVIC )
Rule 2.9 Announcement

02-Jan-2025 / 13:57 GMT/BST

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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
OF SUCH JURISDICTION

                                                                                 2 January 2025

                                  Britvic plc (the “Company”)

                                     Rule 2.9 Announcement

In accordance with Rule 2.9 of the City Code on Takeovers and Mergers (the “Code”), the Company
confirms that, as at the date of this announcement, it has in issue 248,907,262 ordinary shares
of 20 pence each with ISIN number GB00B0N8QD54.

The total number of shares  attracting voting rights in  the Company is therefore  248,907,262.
The above  figure may  be used  by shareholders  to determine  the percentage  of issued  share
capital they hold in the  Company and if they  are required to notify  their interest in, or  a
change to their interest in, the Company  under the FCA’s Disclosure Guidance and  Transparency
Rules.

The Company has a sponsored American Depositary  Receipts (“ADR”) programme for which the  Bank
of New York Mellon acts as the sponsored depositary bank and registrar. One ADR represents  two
ordinary shares of the Company. The ADRs trade  on OTCQX. The trading symbol for these ADRs  is
BTVCY and the ISIN is US1111901047.

 

For further information:

 

Investors

 

Steve Nightingale (Director of Investor Relations)                       
                    +44 (0) 7808 097784

 

Media

 

Kathryn Partridge (Group Corporate Affairs Director)                                      +44
(0) 7803 854229

Stephen Malthouse (Headland) 
                                                                      +44 (0) 7734 956201

 

Morgan Stanley & Co. International
plc                                                             +44 207 425 8000

(Financial Adviser and Corporate Broker)                       

Anthony Zammit

Henry Stewart

Paul Baker

Melissa Godoy

Rusheel Somaiya

 

Europa Partners
Limited                                                                                     +44
20 7451 4542

(Financial Adviser)

Jan Skarbek

Dominic King

 

Linklaters LLP is retained as legal adviser to Britvic.

 

 

 

 

Notice related to advisers

Morgan Stanley & Co. International plc (“Morgan Stanley”) which is authorised by the Prudential
Regulation Authority  and regulated  by  the Financial  Conduct  Authority and  the  Prudential
Regulation Authority in the United Kingdom is  acting as joint financial adviser and  corporate
broker exclusively  for Britvic  and no  one else  in connection  with the  possible offer.  In
connection with  the  possible offer,  Morgan  Stanley,  its affiliates  and  their  respective
directors, officers, employees and agents will not regard any other person as their client, nor
will they  be responsible  to  any person  other than  Britvic  for providing  the  protections
afforded to clients of Morgan Stanley or  for providing advice in connection with the  possible
offer or any other matter referred to herein.

Europa Partners Limited ("Europa"), which is authorised by the Prudential Regulation  Authority
("PRA") and regulated by the Financial Conduct Authority and the PRA in the United Kingdom,  is
acting as joint financial adviser  exclusively for Britvic and no  one else in connection  with
the possible offer and will not be responsible  to anyone other than Britvic for providing  the
protections afforded to its  clients or for  providing advice in  connection with the  possible
offer. Neither  Europa, nor  any of  its affiliates,  owes or  accepts any  duty, liability  or
responsibility whatsoever (whether  direct or  indirect, whether  in contract,  in tort,  under
statute or otherwise)  to any  person who  is not a  client of  Europa in  connection with  the
possible offer, this announcement, any statement contained herein or otherwise.

Disclosure requirements of the Code 

Under Rule 8.3(a)  of the Code,  any person who  is interested in  1% or more  of any class  of
relevant securities of  an offeree company  or of  any securities exchange  offeror (being  any
offeror other than an offeror in respect of which  it has been announced that its offer is,  or
is likely  to be,  solely in  cash)  must make  an Opening  Position Disclosure  following  the
commencement of  the offer  period  and, if  later, following  the  announcement in  which  any
securities exchange offeror is  first identified. An Opening  Position Disclosure must  contain
details of the  person's interests and  short positions in,  and rights to  subscribe for,  any
relevant securities  of each  of  (i) the  offeree company  and  (ii) any  securities  exchange
offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made
by no later than 3.30 pm (London time)  on the 10th business day following the commencement  of
the offer period  and, if  appropriate, by  no later than  3.30 pm  (London time)  on the  10th
business day  following the  announcement in  which any  securities exchange  offeror is  first
identified. Relevant persons who deal in the relevant securities of the offeree company or of a
securities exchange offeror  prior to the  deadline for making  an Opening Position  Disclosure
must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who  is, or becomes, interested in 1% or more of  any
class of relevant securities of the offeree company or of any securities exchange offeror  must
make a Dealing Disclosure if the person deals in any relevant securities of the offeree company
or of any securities exchange offeror. A Dealing Disclosure must contain details of the dealing
concerned and of the person's  interests and short positions in,  and rights to subscribe  for,
any relevant securities of  each of (i)  the offeree company and  (ii) any securities  exchange
offeror(s), save to the extent that these details have previously been disclosed under Rule  8.
A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30
pm (London time) on the business day following the date of the relevant dealing.

If two or more persons act together  pursuant to an agreement or understanding, whether  formal
or informal, to acquire or control an interest in relevant securities of an offeree company  or
a securities exchange offeror,  they will be deemed  to be a single  person for the purpose  of
Rule 8.3.

Opening Position Disclosures must also  be made by the offeree  company and by any offeror  and
Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons
acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and  offeror companies in respect  of whose relevant securities  Opening
Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure  Table
on the Takeover Panel's website at www.thetakeoverpanel.org.uk, including details of the number
of relevant securities in issue, when the offer period commenced and when any offeror was first
identified. You should contact the Panel's Market  Surveillance Unit on +44 (0)20 7638 0129  if
you are in any doubt as to whether you are required to make an Opening Position Disclosure or a
Dealing Disclosure.

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Dissemination of a Regulatory Announcement, transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.

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   ISIN:           GB00B0N8QD54
   Category Code:  TVR
   TIDM:           BVIC
   LEI Code:       635400L3NVMYD4BVCI53
   OAM Categories: 2.5. Total number of voting rights and capital
   Sequence No.:   368286
   EQS News ID:    2060677


    
   End of Announcement EQS News Service

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