REG - Betfair Group PLC Paddy Power plc - Rule 2.7 Announcement <Origin Href="QuoteRef">BETF.L</Origin> <Origin Href="QuoteRef">PLSA.I</Origin> - Part 5

Flutter EntertainmentAnnouncement

08/09/2015 07:02

- Part 5: For the preceding part double click  ID:nRSH3714Yd 

                                                                                                                                                                                                 
 Scheme                                                                                          the proposed scheme of arrangement under Part 26 of the Companies Act between Betfair and the Scheme Shareholders in connection with the Merger, with or subject to any modification, addition or condition approved or imposed by the Court and agreed to by   
                                                                                                 Paddy Power and Betfair                                                                                                                                                                                                                                         
 Scheme Document                                                                                 the document to be sent to Betfair Shareholders containing and setting out, among other things, the full terms and conditions of the Scheme (including the particulars required by section 897 of the Companies Act) and containing the notices convening the   
                                                                                                 Court Meeting and the Betfair General Meeting                                                                                                                                                                                                                   
 Scheme Record Time                                                                              the time and date specified in the Scheme Document, expected to be 6.00 p.m. on the business day immediately prior to the date of the Court Hearing                                                                                                             
 Scheme Shareholders                                                                             holders of Scheme Shares                                                                                                                                                                                                                                        
 Scheme Shares                                                                                   (a)        Betfair Shares in issue at the date of the Scheme             Document;(b)        Betfair Shares issued after the date of the Scheme             Document and prior to the Scheme Voting Record Time;             and(c)        Betfair Shares issued 
                                                                                                 at or after the Scheme Voting Record Time and before the Scheme Record Time in respect of which the original or any subsequent holders thereof are, or shall have agreed in writing to be, bound by the Scheme,in any case excluding any Betfair Shares held as 
                                                                                                 Treasury Shares                                                                                                                                                                                                                                                 
 Scheme Voting Record Time                                                                       the time and date specified in the Scheme Document by reference to which entitlement to vote on the Scheme will be determined, expected to be 6.00 p.m. on the business day immediately prior to the date of the Court Meeting or any adjournment thereof (as   
                                                                                                 the case may be)                                                                                                                                                                                                                                                
 SEC                                                                                             the US Securities and Exchange Commission                                                                                                                                                                                                                       
 Significant Interest                                                                            in relation to an undertaking, a direct or indirect interest of 20 per cent. or more of: (i) the total voting rights conferred by the equity share capital (as defined in section 548 of the Companies Act) of such undertaking; or (ii) the relevant           
                                                                                                 partnership interest                                                                                                                                                                                                                                            
 Third Party                                                                                     has the meaning given in Condition (j) in Appendix I                                                                                                                                                                                                            
 Treasury or Treasury Shares                                                                     shares held as Treasury shares as provided for in section 724 of the Companies Act                                                                                                                                                                              
 UK or United Kingdom                                                                            United Kingdom of Great Britain and Northern Ireland                                                                                                                                                                                                            
 UK Gambling Act                                                                                 the UK Gambling Act 2005                                                                                                                                                                                                                                        
 UK Listing Authority                                                                            the FCA acting for the purposes of Part VI of the FSMA                                                                                                                                                                                                          
 UKGC                                                                                            the Gambling Commission established under the UK Gambling Act to regulate commercial gambling in the UK                                                                                                                                                         
 US or United States                                                                             United States of America, its territories and possessions, any State of the United States of America and the District of Columbia                                                                                                                               
 US person                                                                                       as defined in Regulation S promulgated under the US Securities Act                                                                                                                                                                                              
 US Exchange Act                                                                                 the US Securities Exchange Act of 1934                                                                                                                                                                                                                          
 US Securities Act                                                                               the US Securities Act of 1933                                                                                                                                                                                                                                   
 Wider Betfair Group                                                                             Betfair and its subsidiaries, subsidiary undertakings and any other body corporate, partnership, joint venture or person in which Betfair and all such undertakings (aggregating their interests) have a Significant Interest                                   
 Wider Paddy Power Group                                                                         Paddy Power and its subsidiaries, subsidiary undertakings and any other body corporate, partnership, joint venture or person in which Paddy Power and all such undertakings (aggregating their interests) have a Significant Interest                           
 
 
For the purposes of this Announcement, "subsidiary", "subsidiary undertaking",
"undertaking" and "associated undertaking" have the respective meanings given
by the Companies Act (but for these purposes ignoring paragraph 20(1)(b) of
Schedule 4A to the Companies Act). 
 
All references to statutory provision or law or to any order or regulation
shall be construed as a reference to that provision, law, order or regulation
as extended, modified, replaced or re-enacted from time to time and all
statutory instruments, regulations and orders from time to time made
thereunder or deriving validity therefrom. All references to time in this
Announcement are to London time unless otherwise stated. 
 
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The company news service from the London Stock Exchange