REG - De La Rue PLC - Amendment to General Meeting proxy form

De La RueAnnouncement

14/05/2025 16:15

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RNS Number : 7042I  De La Rue PLC  14 May 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 THAT JURISDICTION.

 

 

FOR IMMEDIATE RELEASE

14 May 2025

 

DE LA RUE PLC

AMENDMENT TO GENERAL MEETING PROXY FORM

 

On 15 April 2025, the boards of directors of ACR Bidco Limited ("Bidco") and
De La Rue plc ("De La Rue") announced that they had reached agreement on the
terms and conditions of a recommended all cash acquisition by Bidco of the
entire issued, and to be issued, ordinary share capital of De La Rue (the
"Acquisition").

 

On 9 May 2025, the De La Rue Directors announced that a circular relating to
the Acquisition (the "Scheme Document") setting out, among other things, a
letter from the Chairman of De La Rue, the full terms and conditions of the
Scheme, an explanatory statement pursuant to Part VIII of the Companies Act
2006, an expected timetable of principal events, notices of the Court Meeting
and the General Meeting and details of the action to be taken by De La Rue
Shareholders and Scheme Shareholders, had been published on the De La Rue
website at https://www.delarue.com/offer-microsite-disclaimer
(https://url.uk.m.mimecastprotect.com/s/chVICG6NPc1LlyoWcKfRfB0mKG?domain=delarue.com)
. Hard copies of the Scheme Document and Forms of Proxy for the Court Meeting
and the General Meeting (or, depending on De La Rue Shareholders'
communication preferences, an email giving details of the website where the
Scheme Document and Forms of Proxy may be accessed) were also sent to De La
Rue Shareholders, where applicable, on 9 May 2025.

 

Amended WHITE form of proxy

Following publication of the Scheme Document, an error has been identified in
the WHITE form of proxy that was sent to Shareholders in relation to the
General Meeting.

An amended WHITE form of proxy marked with a red flash has been prepared for
use by De La Rue Shareholders in relation to the General Meeting and has been
published on the De La Rue Website at
https://www.delarue.com/offer-microsite-disclaimer
(https://url.uk.m.mimecastprotect.com/s/chVICG6NPc1LlyoWcKfRfB0mKG?domain=delarue.com)
. Hard copies of the amended WHITE form of proxy marked with the red flash
(or, depending on De La Rue Shareholders' communication preferences, an email
giving details of the website where the amended WHITE form of proxy marked
with a red flash may be accessed) are also being sent to De La Rue
Shareholders, where applicable.

In relation to the General Meeting, De La Rue Shareholders are requested to
disregard the WHITE form of proxy originally received with the Scheme Document
and instead use the amended WHITE form of proxy marked with a red flash which
is being sent to them or otherwise is available on the De La Rue website at
https://www.delarue.com/offer-microsite-disclaimer
(https://url.uk.m.mimecastprotect.com/s/chVICG6NPc1LlyoWcKfRfB0mKG?domain=delarue.com)
.

The expected timetable for implementation of the Acquisition (including the
date of the Court Meeting and the General Meeting and the date by which Forms
of Proxy must be lodged) is unchanged and remains as set out in the Scheme
Document and the announcement made on 9 May 2025.

There are no changes to the PINK form of proxy for use in relation to the
Court Meeting that was originally received with the Scheme Document.
Shareholders should complete and return the PINK form of proxy in accordance
with the instructions set out in the Scheme Document.

De La Rue Shareholders who have any questions in relation to the Shareholder
Meetings and/or completion of the Forms of Proxy (including the amended WHITE
form of proxy marked with a red flash) should contact Computershare by
telephoning the helpline, details of which are provided in the Scheme
Document.

Capitalised terms used in this announcement (the "Announcement") shall, unless
otherwise defined, have the same meaning as set out in the Scheme Document.

Enquiries

 

 De La Rue plc                                       +44 (0)7990 337707/

                                                     companysecretarial@delarue.com (mailto:companysecretarial@delarue.com)
 Jon Messent, General Counsel and Company Secretary
 Louise Rich, Head of Investor Relations

 

Publication on website

 

In accordance with Rule 26.1 of the Code, a copy of this Announcement
(together with the amended WHITE form of proxy relating to the General
Meeting) will be made available (subject to certain restrictions relating to
persons resident in Restricted Jurisdictions), free of charge, on De La Rue's
website at https://www.delarue.com/offer-microsite-disclaimer and on Bidco's
website at https://www.atlasholdingsllc.com/uk/atlas-offer.html by no later
than 12:00 noon on the Business Day following this Announcement. Neither the
contents of this website nor the content of any other website accessible from
hyperlinks on such websites is incorporated into, or forms part of, this
Announcement.

 

Requesting hard copies

 

In accordance with Rule 30.3 of the Code, a person so entitled may request a
hard copy of this Announcement, free of charge, by contacting De La Rue's
registrar, Computershare Investor Services PLC on +44 (0)370 703 6375. Calls
are charged at the standard geographic rate and will vary by provider. Calls
outside the United Kingdom will be charged at the applicable international
rate. The helpline is open between 9:00 a.m. to 5:30 p.m., Monday to Friday
excluding public holidays in England and Wales.  Please note that
Computershare Investor Services PLC cannot provide any financial, legal or tax
advice and calls may be recorded and monitored for security and training
purposes.

 

For persons who receive a copy of this Announcement in electronic form or via
a website notification, a hard copy of this Announcement will not be sent
unless so requested. In accordance with Rule 30.3 of the Code, a person so
entitled may also request that all future documents, announcements and
information to be sent to them in relation to the Acquisition should be in
hard copy form.

 

Independent advice

 

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 or
independent financial adviser duly authorised under FSMA if you are resident
in the United Kingdom or, if not, from another appropriately authorised
independent financial adviser.

 

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