REG - Dowlais Group PLC - Rule 2.9 Announcement

DowlaisAnnouncement

02/02/2026 10:15

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20260202:nRSB3204Ra&default-theme=true

RNS Number : 3204R  Dowlais Group PLC  02 February 2026

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

 

2 February 2026

Dowlais Group plc

 

("Dowlais")

Rule 2.9 Announcement

In connection with the recommended cash and share acquisition of Dowlais by
Dauch Corporation, and in accordance with Rule 2.9 of the City Code on
Takeovers and Mergers (the "Code"), Dowlais confirms that, as at the date of
this announcement, it has in issue 1,327,786,530 ordinary shares of £0.01
each with voting rights ("Ordinary Shares"). Dowlais does not hold any
Ordinary Shares in treasury.

 

The Ordinary Shares are admitted to trading on the Main Market of the London
Stock Exchange and their International Securities Identification Number is
GB00BMWRZ071.

 

Enquiries:

 Dowlais                                                       +44 (0) 7855 185 420
 Pier Falcione (Investor Relations)

 Barclays (Financial Adviser and Corporate Broker to Dowlais)  +44 (0) 20 7523 8150
 Guy Bomford
 Adrian Beidas
 Neal West

 Rothschild & Co (Financial Adviser to Dowlais)                +44 (0) 20 7280 5000
 Ravi Gupta
 Nathalie Ferretti

Important notices

Barclays, which is authorised and regulated by the FCA in the United Kingdom,
is acting exclusively as financial adviser to Dowlais and no one else in
connection with the Acquisition and will not be responsible to anyone other
than Dowlais for providing the protections afforded to clients of Barclays nor
for providing advice in relation to the Acquisition or any other matters
referred to in this Announcement. Neither Barclays 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 Barclays in connection with this
Announcement, any statement contained herein or otherwise.

Rothschild & Co, which is authorised and regulated by the FCA in the
United Kingdom, is acting exclusively as financial adviser to Dowlais and no
one else in connection with the Acquisition and will not be responsible to
anyone other than Dowlais for providing the protections afforded to clients of
Rothschild & Co nor for providing advice in relation to the Acquisition or
any other matters referred to in this Announcement. Neither Rothschild &
Co 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
Rothschild & Co in connection with 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 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 10th business day following the
commencement of the offer period and, if appropriate, by no later than 3.30
p.m. (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
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 shall
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
http://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.

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  RTTUPUPGPUPQGUP



            Copyright 2019 Regulatory News Service, all rights reserved