REG - GlobalData PLC - Offer Discussions Ended

GlobalDataAnnouncement

Wed 07:00

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RNS Number : 2926M  GlobalData PLC  11 June 2025

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, 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

THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.4 OF THE CITY CODE ON TAKEOVERS
AND MERGERS (THE "CODE") AND DOES NOT CONSTITUTE AN ANNOUNCEMENT OF A FIRM
INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE. THERE CAN BE NO
CERTAINTY THAT AN OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY OFFER
WILL BE MADE

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

FOR IMMEDIATE RELEASE

 

11 June 2025

GlobalData Plc ("GlobalData" or the "Company")

Offer Discussions Ended

On 30 April 2025, the Board of GlobalData (the "Board") confirmed, in response
to media speculation, that it had received a preliminary, conditional proposal
from funds managed and/or advised by ICG Europe Fund IX GP S.a.r.l. on behalf
of ICG Europe Fund IX SCSP ("ICG"), regarding a possible cash offer for the
entire issued and to be issued share capital of GlobalData, with an option for
GlobalData shareholders to elect for an unlisted equity alternative (the
"Proposal").

GlobalData announces today that it has terminated discussions with ICG
regarding the Proposal.

The Board remains highly confident in the future prospects of GlobalData,
including through the implementation of the three-year Growth Transformation
Plan and the target for annualised revenues of £500m by the end of 2026.

Notwithstanding the termination of discussions, technically GlobalData remains
in an "offer period" until ICG either announces a firm intention to make an
offer for the Company in accordance with Rule 2.7 of the Code or announces
that they do not intend to make an offer, in which case the announcement will
be treated as a statement to which Rule 2.8 of the Code applies, which must be
by 5.00p.m. (London time) on 11 June 2025.

 

 Enquiries
 GlobalData Plc                           0207 936 6400
 Mike Danson, Chief Executive Officer

 Graham Lilley, Chief Financial Officer

 Goldman Sachs International              0207 774 1000

 (Lead Financial Adviser to GlobalData)
 Khamran Ali

 Warren Stables

 Lorenzo Carlino

 Nuno Santos

 J.P. Morgan Cazenove                     0203 493 8000

 (Financial Adviser to GlobalData)
 Bill Hutchings

 Mose Adigun

 FTI Consulting                           0203 727 1000

 (Financial PR)                           globaldata@fticonsulting.com
 Ed Bridges

 Dwight Burden

 Emma Hall

 

About GlobalData

GlobalData Plc (AIM: DATA) is a leading data, insights, and analytics platform
for the world's largest industries. Our mission is to help our clients decode
the future, make better decisions, and reach more customers.

Important notices

Goldman Sachs International, 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 exclusively for
GlobalData and no one else in connection with the matters referred to in this
announcement and will not be responsible to anyone other than GlobalData for
providing the protections afforded to clients of Goldman Sachs International,
or for providing advice in connection with the matters referred to in this
announcement.

J.P. Morgan Securities plc, which conducts its UK investment banking
activities as J.P. Morgan Cazenove ("J.P. Morgan Cazenove"), and which is
authorised in the United Kingdom by the Prudential Regulation Authority and
regulated in the United Kingdom by the Financial Conduct Authority and the
Prudential Regulation Authority, is acting exclusively for GlobalData and no
one else in connection with the matters referred to in this announcement and
will not be responsible to anyone other than GlobalData for providing the
protections afforded to clients of J.P. Morgan Cazenove, or for providing
advice in connection with the matters referred to in this announcement.

Rule 26.1 disclosure

In accordance with Rule 26.1 of the Takeover Code, a copy of this announcement
will be available on GlobalData's website at
https://investors.globaldata.com/possible-offer-for-globaldata-plc/, by no
later than 12 noon (London time) on 12 June 2025. The content of the website
referred to in this announcement is not incorporated into and does not form
part of this announcement.

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.

Additional Information

This announcement is not intended to, and does not, constitute or form part of
any offer, invitation or the solicitation of an offer to purchase, otherwise
acquire, subscribe for, sell or otherwise dispose of, any securities, or the
solicitation of any vote or approval in any jurisdiction, pursuant to this
announcement or otherwise.  Any offer, if made, will be made solely by
certain offer documentation which will contain the full terms and conditions
of any offer, including details of how it may be accepted.

Market Abuse Regulation

The information contained within this announcement would have, prior to its
release, constituted inside information as stipulated under Article 7 of the
Market Abuse Regulations (EU) No.596/2014 as incorporated into UK domestic law
by virtue of the European Union (Withdrawal) Act 2018. Upon the publication of
this announcement via a regulatory information service, this inside
information will be considered to be in the public domain. The person
responsible for arranging for the release of this announcement on behalf of
GlobalData is Bob Hooper, Company Secretary.

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