CT Property Trust Limited: Results of Court and General Meetings
18/07/2023 19:19
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. THIS ANNOUNCEMENT
CONTAINS INSIDE INFORMATION. UPON PUBLICATION OF THIS ANNOUNCEMENT, THIS
INSIDE INFORMATION IS CONSIDERED TO BE IN THE PUBLIC DOMAIN.
FOR IMMEDIATE RELEASE
18 July 2023
RECOMMENDED ALL-SHARE OFFER
FOR
CT PROPERTY TRUST LIMITED ("CTPT")
BY
LONDONMETRIC PROPERTY PLC ("LONDONMETRIC")
to be effected by a Court-sanctioned scheme of arrangement under Part VIII of
the Companies Law of Guernsey
RESULTS OF COURT MEETING AND GENERAL MEETING
The Board of CTPT is pleased to announce that, at the Court Meeting and the
General Meeting held earlier today in connection with the recommended
all-share offer for CTPT by LondonMetric (the "Acquisition"), all resolutions
were duly passed with over 98 per cent. support from shareholders who voted on
each resolution. In particular:
* the resolution to approve the Scheme was passed at the Court Meeting by the
requisite majority of Scheme Shareholders; and
* the special resolution to authorise the CTPT directors to take all such
action as they may consider necessary, desirable or appropriate for carrying
the Scheme into full effect, including the amendment of CTPT's articles of
incorporation, was passed at the General Meeting by the requisite majority of
CTPT Shareholders.
Full details of the resolutions passed are set out in the notices of the Court
Meeting and the General Meeting contained in Part 11 and Part 12 of the scheme
document published and posted to CTPT Shareholders on 19 June 2023 (the
"Scheme Document").
As previously announced, the boards of CTPT and LondonMetric reached agreement
on the terms of the Acquisition on 24 May 2023, pursuant to which LondonMetric
will acquire the entire issued and to be issued share capital of CTPT. As set
out in the Scheme Document, it is intended that the Acquisition will be
effected by means of a Court-sanctioned scheme of arrangement under Part VIII
of the Companies Law of Guernsey.
Completion of the Acquisition remains subject to the satisfaction or (where
applicable) waiver of the remaining Conditions and further terms set out in
the Scheme Document, including the Court sanctioning the Scheme at the
Sanction Hearing. The Sanction Hearing is expected to take place on 7 August
2023 with the Scheme becoming effective on the same date.
Voting results of the Court Meeting
The table below sets out the results of the poll at the Court Meeting. Each
Scheme Shareholder present in person or by proxy was entitled to one vote per
Scheme Share held at the Voting Record Time. The total number of Scheme Shares
in issue at the Voting Record Time was 232,130,539. Consequently, the total
number of voting rights in Scheme Shares at the Voting Record Time, and
therefore for the purposes of the Court Meeting, was 232,130,539.
Results of Court Meeting Scheme Shares voted Scheme Shareholders who voted*** No. of Scheme Shares voted as a % of the Scheme Shares eligible to be voted at the Court Meeting
Number %** Number*** %**
FOR* 97,443,313 99.04 122 100.00 41.98
AGAINST 940,007 0.96 8 6.56 0.40
TOTAL 98,383,320 100.00 122 100.00 42.38
*Includes discretionary votes.
**Rounded to two decimal places.
***Where a Scheme Shareholder has cast some of their votes "for" and some of
their votes "against" the resolution, such Scheme Shareholder has been counted
as having voted both "for" and "against" the resolution for the purposes of
determining the number of Scheme Shareholders who voted as set out in this
column.
Voting results of the General Meeting
The table below sets out the results of the poll at the General Meeting. Each
CTPT Shareholder present in person or by proxy was entitled to one vote per
CTPT Share held at the Voting Record Time. The total number of CTPT Shares in
issue at the Voting Record Time was 240,705,539, of which 8,575,000 were held
as Treasury Shares. Consequently, the total number of voting rights in CTPT at
the Voting Record Time, and therefore for the purposes of the General Meeting,
was 232,130,539.
Results of General Meeting VOTES FOR* VOTES AGAINST TOTAL VOTES VOTES WITHHELD***
Number % of shares voted ** Number % of shares voted ** Number % of issued share capital ** Number
Special Resolution to authorise the CTPT directors to take all such action as they may consider necessary, desirable or appropriate for carrying the Scheme into full effect including the amendment of CTPT's articles of incorporation. 96,702,358 98.95 1,027,686 1.05 97,730,044 42.10 197,632
* Includes discretionary votes.
** Rounded to two decimal places.
*** A vote withheld is not a vote in law and is not counted in the calculation
of the proportion of votes 'For' or 'Against' the Resolution.
A copy of the Resolution passed at the General Meeting will be submitted today
to the National Storage Mechanism and will be available for inspection
at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Expected Timetable
The outcome of today's meetings means that Conditions 2(a) and 2(b) (as set
out in Part A of Part 4 of the Scheme Document) have been satisfied.
Completion of the Acquisition remains subject to the satisfaction or (where
applicable) waiver of the remaining Conditions and further terms set out in
the Scheme Document, including the Court sanctioning the Scheme at the
Sanction Hearing.
The expected timetable of principal events for the implementation of the
Scheme remains as set out on page 9 of the Scheme Document and is also set out
below. These dates and times are indicative only, may be subject to change
(including as a result of changes to the Court timetable and, in particular,
if an earlier date becomes available for the Court hearing to sanction the
Scheme) and will depend, amongst other matters, on the date upon which: (i)
the remaining Conditions are satisfied or (where applicable) waived; and (ii)
the Court sanctions the Scheme. Subject to the Scheme being sanctioned by the
Court, the Scheme is currently expected to become Effective on or around 7
August 2023.
CTPT will give notice of any change(s) to this indicative timetable by issuing
an announcement through a Regulatory Information Service and, if required by
the Panel, posting notice(s) of the change(s) to CTPT Shareholders and persons
so entitled. All Scheme Shareholders have the right to attend the Sanction
Hearing.
Event Time and/or date
Last day of dealings in, and for registration of transfers of, and disablement in CREST of, CTPT Shares Scheme Record Time Suspension of listing of CTPT Shares on the premium listing segment of the Official List and from trading on the Main Market Court hearing to sanction the Scheme 4 August 2023 (1) 6.00 p.m. on 4 August 2023 7.30 a.m. on 7 August 2023 7 August 2023 (2)
Effective Date of the Scheme 7 August 2023
Cancellation of listing of, and trading in, the CTPT Shares by no later than 8.00 a.m. on 8 August 2023
New LondonMetric Shares issued to Scheme Shareholders by 8.00 a.m. on 8 August 2023
Admission and commencement of dealings in New LondonMetric Shares at or shortly after 8.00 a.m. on 8 August 2023
CREST accounts of Scheme Shareholders credited with New LondonMetric Shares at or shortly after 8.00 a.m. on 8 August 2023 but no later than 21 August 2023
Despatch of share certificates for New LondonMetric Shares (in respect of Scheme Shares held in certificated form) no later than 21 August 2023
Long Stop Date 24 November 2023 (3)
Notes:
(1) CTPT Shares will be disabled in CREST from 6.00 p.m. on such date.
(2) A copy of the order of the Court which sanctions the Scheme must be
filed with the Guernsey Registry within seven days after the date on which it
is made.
(3) This is the latest date by which the Scheme may become Effective unless
CTPT and LondonMetric agree a later date (with the consent of the Panel and,
if required, the permission of the Court).
Helpline
If you have any questions about this announcement please contact CTPT’s
registrar, Computershare, at 13 Castle Street, St Helier, Jersey JE1 1ES or
call on +44(0)370 707 4040, between 8.30 a.m. and 5.30 p.m. Monday to Friday
(excluding public holidays in England and Wales). All calls to the helpline
may be recorded and monitored for security and training purposes. Please note
that, for legal reasons, the helpline cannot provide advice on the merits of
the Acquisition or give any legal, tax or financial advice.
Unless the context provides otherwise, words and expressions defined in the
Scheme Document shall have the same meanings in this announcement. All
references to time shown in this announcement are references to London (UK)
time.
Enquiries:
CT Property Trust Limited Tel: +44 (0) 20 7886 2500
Davina Walter, via Panmure Gordon
Panmure Gordon (UK) Limited (Rule 3 Adviser, Joint Financial Adviser and Broker to CTPT) Sapna Shah Tom Scrivens Atholl Tweedie Ashwin Kholi Tel: +44 (0) 20 7886 2500
Dickson Minto Advisers (Joint Financial Adviser to CTPT) Douglas Armstrong Tel: +44 (0) 20 7649 6823
Buchanan (PR Adviser to CTPT)
Helen Tarbet Henry Wilson Hannah Ratcliff Tel: +44 (0) 7872 604 453 Tel: +44 (0) 7788 528 143 Tel: +44 (0) 7825 292 022
Important notices
You should read this announcement and the Scheme Document and if you are in
any doubt as to the action you should take, consult an independent financial
adviser. In making an investment decision you must rely on your own
examination of the terms of the Scheme, and the Acquisition, including the
merits and risks involved. If you have any questions about the Scheme
Document, please contact Computershare on the number set out above.
Panmure Gordon (UK) Limited ("Panmure Gordon"), which is authorised and
regulated in the United Kingdom by the FCA, is acting as Rule 3 adviser, joint
financial adviser and corporate broker exclusively for CTPT and no-one else in
connection with the matters described in this announcement and will not be
responsible to anyone other than CTPT for providing the protections afforded
to clients of Panmure Gordon nor for providing advice in connection with the
matters referred to herein. Neither Panmure Gordon 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 Panmure Gordon in connection with this
announcement, any statement contained herein, the Acquisition, or otherwise.
Dickson Minto W.S. ("Dickson Minto Advisers"), which is authorised and
regulated in the United Kingdom by the FCA, is acting exclusively for CTPT and
for no one else in connection with the matters referred to in this
Announcement and will not be responsible to any person other than CTPT for
providing the protections afforded to clients of Dickson Minto Advisers, or
for providing advice in relation to the matters referred to herein. Neither
Dickson Minto Advisers 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 Dickson Minto Advisers in connection with the matters referred to in
this announcement, or otherwise.
This announcement does not constitute an offer or an invitation to purchase or
subscribe for any securities, or a solicitation of an offer to buy any
securities, pursuant to this announcement or otherwise in any jurisdiction in
which such offer or solicitation is unlawful.
This announcement does not comprise a prospectus or a prospectus equivalent
document.
The contents of this announcement do not amount to, and should not be
construed as, legal, tax, business or financial advice. If you are in any
doubt about the contents of this announcement, you should consult your own
legal adviser, tax adviser or financial adviser for legal, tax, business or
financial advice.
The statements contained in this announcement are made as at the date of this
announcement, unless some other date is specified in relation to them, and
service of this announcement shall not give rise to any implication that there
has been no change in the facts set forth in this announcement since such
date.
Overseas jurisdictions
The release, publication or distribution of this announcement into, in or from
jurisdictions other than the United Kingdom and Guernsey may be restricted by
the laws of those jurisdictions. Persons who are not resident in the United
Kingdom or Guernsey or who are subject to the laws and/or regulation of other
jurisdictions should inform themselves of, and observe, any applicable legal
or regulatory requirements. In particular, the ability of CTPT Shareholders
who are not resident in the United Kingdom or Guernsey or who are subject to
the laws of another jurisdiction to participate in the Acquisition may be
affected by the laws of the relevant jurisdiction in which they are located or
to which they are subject. Any failure to comply with these restrictions or
requirements may constitute a violation of the laws and/or regulations of any
such jurisdiction. To the fullest extent permitted by applicable law, the
companies and persons involved in the Acquisition disclaim any responsibility
or liability for the violation of such requirements by any person.
Unless otherwise determined by LondonMetric, CTPT or required by the Code, and
permitted by applicable law and regulation, participation in the Acquisition
is not being made available, directly or indirectly, in, into or from a
Restricted Jurisdiction where to do so would violate the laws in that
jurisdiction. Accordingly, copies of this announcement and all documents
relating to the Acquisition are not being, and must not be, directly or
indirectly, mailed or otherwise forwarded, distributed or sent in, into or
from a Restricted Jurisdiction where to do so would violate the laws in that
jurisdiction, and persons receiving this announcement and all documents
relating to the Acquisition (including custodians, nominees and trustees) must
not mail or otherwise distribute or send them in, into or from such
jurisdictions.
This announcement has been prepared in connection with proposals in relation
to a scheme of arrangement and for the purposes of complying with the laws of
Guernsey and the United Kingdom, the Code, the Listing Rules, the Disclosure
Guidance and Transparency Rules, and the rules of the London Stock Exchange
and the information disclosed may not be the same as that which would have
been disclosed if this announcement had been prepared in accordance with the
laws and regulations of any jurisdiction outside of the United Kingdom or
Guernsey. Nothing in this announcement, the Scheme Document or the documents
accompanying the Scheme Document should be relied on for any other purpose.
The statements contained in this announcement are not to be construed as
legal, business, financial or tax advice. Overseas Shareholders should consult
their own legal and tax advisers with respect to the legal and tax
consequences of the Scheme. It is the responsibility of any person into whose
possession this announcement comes to satisfy themselves as to the full
observance of the laws of any relevant jurisdiction in connection with the
Acquisition including the obtaining of any governmental, exchange control or
other consents which may be required and/or compliance with other necessary
formalities which are required to be observed and the payment of any issue,
transfer or other taxes or levies due in such jurisdiction.
Further details in relation to Overseas Shareholders are contained in
paragraph 12 of Part 2 of the Scheme Document. All CTPT Shareholders or other
persons (including nominees, trustees and custodians) who would otherwise
intend to or may have a contractual or legal obligation to forward this
announcement to a jurisdiction outside the UK and Guernsey should refrain from
doing so and seek appropriate professional advice before taking any action.
Further details in relation to Overseas Holders are contained in the Scheme
Document.
Notice to US shareholders
CTPT Shareholders in the United States should note that the Acquisition
relates to the securities of a Guernsey company with a listing on the London
Stock Exchange and is proposed to be effected by means of a scheme of
arrangement provided for under, and governed by, the Companies Law of
Guernsey. This announcement, the Scheme Document and certain other documents
relating to the Acquisition have been or will be prepared in accordance with
the laws of Guernsey of the United Kingdom, the Code and UK disclosure
requirements, format and style, all of which differ from those in the United
States. A transaction effected by means of a scheme of arrangement is not
subject to the tender offer rules or the proxy solicitation rules under the US
Exchange Act. Accordingly, the Acquisition is subject to the procedural and
disclosure requirements and practices applicable to a scheme of arrangement
involving a target company organised in Guernsey and listed on the London
Stock Exchange, which differ from the procedural and disclosure requirements
of the United States tender offer rules and proxy solicitation rules under the
US Exchange Act. If, in the future, LondonMetric exercises the right to
implement the Acquisition by way of a Takeover Offer and determines to extend
the offer into the United States, the Acquisition will be made in compliance
with applicable United States laws and regulations. Such Takeover Offer would
be made by LondonMetric and no one else.
The financial information that is included in this announcement, the Scheme
Document or that may be included in any other documents relating to the
Acquisition, has been or will be prepared in accordance with IFRS and may not
be comparable to financial statements of companies in the United States or
other companies whose financial statements are prepared in accordance with US
generally accepted accounting principles.
The New LondonMetric Shares to be issued under the Scheme have not been and
will not be registered under the US Securities Act or under any laws or with
any securities regulatory authority of any State or other jurisdiction of the
United States and may only be offered or sold in the United States in reliance
on an exemption from the registration requirements of the US Securities Act.
The New LondonMetric Shares are expected to be issued in reliance upon the
exemption from the registration requirements of the US Securities Act provided
by Section 3(a)(10) thereof. CTPT Shareholders who are or will be affiliates
(as defined in Rule 144 under the US Securities Act) of LondonMetric or CTPT
prior to, or of LondonMetric after, the Effective Date will be subject to
certain US transfer restrictions relating to the New LondonMetric Shares
received pursuant to the Scheme.
For the purpose of qualifying for the exemption from the registration
requirement of the US Securities Act afforded by Section 3(a)(10) thereunder,
CTPT will advise the Court that the Court’s sanctioning of the Scheme will
be relied on by LondonMetric as an approval of the Scheme following a hearing
on the fairness of the terms and conditions of the Scheme to CTPT Shareholders
at which all CTPT Shareholders are entitled to appear in person or through
counsel to support or oppose the sanctioning of the Scheme and with respect to
which notification is given to all CTPT Shareholders.
None of the securities referred to in this announcement have been approved or
disapproved by the US Securities and Exchange Commission or any US state
securities commission, nor have any such authorities passed judgment upon the
fairness or the merits of the Acquisition or determined if this announcement
is accurate or complete. Any representation to the contrary is a criminal
offence in the United States.
US holders of CTPT Shares also should be aware that the transaction
contemplated herein may have tax consequences in the United States and that
such consequences, if any, are not described herein. US holders of CTPT Shares
are urged to consult with independent professional advisors regarding the
legal, tax and financial consequences of the Acquisition applicable to them.
It may be difficult for US holders of CTPT Shares to enforce their rights and
claims arising out of US federal securities laws, since LondonMetric and CTPT
are organised in countries other than the United States, and some or all of
their officers and directors may be residents of, and some or all of their
assets may be located in, countries other than the United States. US holders
of CTPT Shares may have difficulty effecting service of process within the
United States upon those persons or recovering against judgments of US courts,
including judgments based upon the civil liability provisions of the US
federal securities laws. US holders may not be able to sue a non-US company or
its officers or directors in a non-US court for violations of US securities
laws. Further, it may be difficult to compel a non-US company and its
affiliates to subject themselves to a US court's judgement.
In accordance with normal practice in the UK and Guernsey and consistent with
Rule 14e-5(b) of the US Exchange Act, LondonMetric, certain affiliated
companies and their nominees or brokers (acting as agents) may make certain
purchases of, or arrangements to purchase, shares in CTPT outside the United
States, other than pursuant to the Acquisition, until the date on which the
Acquisition and/or the Scheme becomes Effective, lapses or is otherwise
withdrawn. If such purchases or arrangements to purchase were to be made they
would occur either in the open market at prevailing prices or in private
transactions at negotiated prices and comply with applicable law, including
the US Exchange Act. Any information about such purchases or arrangements to
purchase will be disclosed as required in the UK, will be reported to a
Regulatory Information Service and will be available on the London Stock
Exchange website at www.londonstockexchange.com.
Further details in relation to US holders are contained in the Scheme
Document.
Forward-looking statements
This announcement (including information incorporated by reference in this
announcement), oral statements made regarding the Acquisition, and other
information published by LondonMetric or CTPT contain statements about
LondonMetric and/or CTPT and/or the Combined Group that are or may be deemed
to be forward-looking statements. All statements other than statements of
historical facts included in this announcement may be forward-looking
statements. Without limitation, any statements preceded or followed by or that
include the words "targets", "plans", "believes", "expects", "aims",
"intends", "will", "may", "anticipates", "estimates", "hopes" "projects",
"continue", "schedule" or words or terms of similar substance or the negative
thereof, are forward-looking statements. Forward-looking statements include
statements relating to the following: (i) future capital expenditures,
expenses, revenues, earnings, synergies, economic performance, indebtedness,
financial condition, dividend policy, losses and future prospects; (ii)
business and management strategies and the expansion and growth of
LondonMetric's or CTPT's or the Combined Group's operations and potential
synergies resulting from the Acquisition; and (iii) the effects of government
regulation on LondonMetric's or CTPT's or the Combined Group's business.
These forward-looking statements are not based on historical fact and are not
guarantees of future performance. By their nature, such forward-looking
statements involve known and unknown risks and uncertainties that could
significantly affect expected results and are based on certain key
assumptions. Many factors could cause actual results to differ materially from
those projected or implied in any forward-looking statements. Many of these
risks and uncertainties relate to factors that are beyond the entities'
ability to control or estimate precisely. These factors include, but are not
limited to, the satisfaction of or failure to satisfy all or any of the
conditions to the Acquisition, as well as additional factors, such as changes
in political and economic conditions, changes in the level of capital
investment, retention of key employees, changes in customer habits, success of
business and operating initiatives and restructuring objectives, the impact of
any acquisitions or similar transactions, changes in customers' strategies and
stability, competitive product and pricing measures, changes in the regulatory
environment, fluctuations of interest and exchange rates and the outcome of
any litigation.
Neither LondonMetric or CTPT, nor any of their respective associates or
directors, officers, employees or advisers, provides any representation,
assurance or guarantee that the occurrence of the events expressed or implied
in any forward-looking statements in this announcement will actually occur.
Due to such uncertainties and risks, readers are cautioned not to place undue
reliance on such forward-looking statements, which speak only as of the date
of this announcement. All subsequent oral or written forward-looking
statements attributable to LondonMetric or CTPT or any of their respective
members, directors, officers, employees or advisers or any persons acting on
their behalf are expressly qualified in their entirety by the cautionary
statement above. LondonMetric and CTPT disclaim any obligation to update any
forward-looking or other statements contained in this announcement, except as
required by applicable law or by the rules of any competent regulatory
authority, whether as a result of new information, future events or otherwise.
Dealing disclosure requirements of the Code
Under Rule 8.3(a) of the Code, any person who is interested in 1 per cent. 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 p.m. (London time) on the tenth
business day following the commencement of the offer period and, if
appropriate, by no later than 3.30 p.m. (London time) on the tenth 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
per cent. 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 p.m. (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 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.
Publication on website
In accordance with Rule 26 of the Code, a copy of this announcement will be
made available (subject to certain restrictions relating to persons resident
in Restricted Jurisdictions) free of charge, on CTPT’s website at
www.ctpropertytrust.co.uk/offer and on LondonMetric's website at
www.londonmetric.com/investors/acquisition-ct-property-trust by no later than
12 noon on the Business Day following the publication of this announcement.
Neither the contents of these websites nor the content of any other website
accessible from hyperlinks on such websites is incorporated into, or forms
part of, this announcement.
Availability of hard copies
In accordance with Rule 30.3 of the Code, CTPT Shareholders and persons so
entitled may request a copy of the Scheme Document (and any information
incorporated into it by reference to another source) in hard copy form free of
charge. Such persons may also request that all future documents, announcements
and information to be sent to that person in relation to the Acquisition
should be in hard copy form.
If you would like to request a hard copy of this announcement please contact
CTPT's registrar, Computershare at 13 Castle Street, St Helier, Jersey JE1
1ES, or by calling 0370 707 4040 or from overseas +44(0)370 707 4040. Calls
are charged at the standard geographical rate and will vary by provider. Calls
outside the United Kingdom will be charged at the applicable international
rate. Lines are open between 8.30 a.m. and 5.30 p.m. (London time), Monday to
Friday (excluding public holidays in England and Wales). Please note that
Computershare cannot provide any financial, legal or tax advice. Calls may be
recorded and monitored for security and training purposes.
Information relating to CTPT Shareholders
Please be aware that addresses, electronic addresses and certain information
provided by CTPT Shareholders, persons with information rights and other
relevant persons for the receipt of communications from CTPT may be provided
to LondonMetric during the Offer Period as required under Section 4 of
Appendix 4 of the Code.
Scheme process
In accordance with Section 5 of Appendix 7 of the Code, CTPT will announce
through a Regulatory Information Service key events in the Scheme process
including the outcome of the Sanction Hearing.
No modification or revision to the Scheme will be made unless otherwise
consented to by the Court and the Panel.
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