REG - Regent Acqstns. 2025 Inspired PLC - Extension of Long Stop Date

InspiredAnnouncement

Thu 16:30

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RNS Number : 5508R  Regent Acquisitions 2025 Limited  17 July 2025

17 July 2025

ALL CASH OFFER

for

INSPIRED PLC

by

REGENT ACQUISITIONS 2025 LIMITED

Extension of Long Stop Date

On 22 April 2025, Regent Acquisitions 2025 Limited ("Regent") announced the
terms of a cash offer to acquire the entire issued and to be issued share
capital of Inspired not already held by any member of the Wider Regent Group
(the "Offer"). On 7 May 2025, the Offer Document containing, amongst other
things, the full terms of the Offer, the expected timetable of principal
events and the procedures for acceptance (the "Offer Document"), was published
and made available to Inspired Shareholders and persons with information
rights.

As set out in the Offer Document, the Offer was subject to a Long Stop Date of
23 July 2025, unless otherwise agreed with the consent of the Panel on
Takeovers and Mergers. Regent today announces that the Takeover Panel has
agreed to extend the Long Stop Date to 26 December 2025 (or such later date as
the Panel may allow) (the "Revised Long Stop Date"), being the same long stop
date as relates to the offer for Inspired made by Intrepid Bidco Limited
pursuant to the offer document published on 11 July 2025.

Save for the Revised Long Stop Date and the Revised Unconditional Date
pursuant to the announcement by the Takeover Panel on 2 July 2025, the terms
of the Offer remain unchanged.

This announcement should be read in conjunction with the full text of the
Offer Document. Terms used but not defined in this announcement have the same
meaning given to them in the Offer Document.

 

Revised Expected Timetable of Principal Events

 

 Event                                                                           Time and/or Date
 Publication and posting of the Offer Document and the Form of Acceptance        7 May 2025
 Revised Unconditional Date (Day 60)                                             9 September 2025
 Latest time and date by which the Offer can be accepted for Inspired Shares in  1.00 pm on the Revised Unconditional Date
 certificated or uncertificated form
 Latest time and date by which an announcement can be made as to whether the     5.00 pm on the Revised Unconditional Date
 Acceptance Condition has been satisfied
 Latest date for the settlement of the Cash Consideration to Inspired            No later than 14 days after the Revised Unconditional Date
 Shareholders who accept the Offer prior to the Offer becoming or being
 declared Unconditional
 Long Stop Date in respect of the Offer                                          26 December 2025

 

A copy of the Offer Document and the Form of Acceptance is available on
Regent's website at https://www.regentacquisitions2025.co.uk/
(https://www.regentacquisitions2025.co.uk/)

Enquiries:

Regent Acquisitions 2025 Limited

Deep Valecha

Trevor Mitchell

 

+44 (0) 20 8896 6000

 

SPARK Advisory Partners Limited (Financial Adviser to Regent)

Matt Davis

James Keeshan

Angus Campbell

 

+44 (0) 20 3368 3550

 

Disclaimer

SPARK Advisory Partners Limited ("Spark"), which is authorised and regulated
by the Financial Conduct Authority ("FCA") in the UK, is acting exclusively as
financial adviser to Regent and no one else in connection with the matters
described in this announcement and will not be responsible to anyone other
than Regent for providing the protections afforded to clients of Spark nor for
providing advice in connection with the matters referred to herein. Neither
Spark nor any of its subsidiaries, branches or 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 Spark in connection with this announcement, any statement
contained herein, any offer or otherwise. Apart from the responsibilities and
liabilities, if any, which may be imposed on Spark by the Financial Services
and Markets Act 2000, or the regulatory regime established thereunder, or
under the regulatory regime of any jurisdiction where exclusion of liability
under the relevant regulatory regime would be illegal, void or unenforceable,
neither Spark nor any of its affiliates accepts any responsibility or
liability whatsoever for the contents of this announcement, and no
representation, express or implied, is made by it, or purported to be made on
its behalf, in relation to the contents of this announcement, including its
accuracy, completeness or verification of any other statement made or
purported to be made by it, or on its behalf, in connection with Regent or the
matters described in this document. To the fullest extent permitted by
applicable law, Spark and its affiliates accordingly disclaim all and any
responsibility or liability whether arising in tort, contract or otherwise
(save as referred to above) which they might otherwise have in respect of this
announcement, or any statement contained herein.

Publication on a website

 In accordance with Rule 26.1 of the Code, a copy of this announcement will
be available (subject to certain restrictions relating to persons resident in
restricted jurisdictions) at  www.regentacquisitions2025.co.uk
(http://www.regentacquisitions2025.co.uk/)  by no later than 12 noon (London
time) on the business day following the date of this announcement. 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) of the Code 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, save to the extent that these details
have previously been disclosed under Rule 8 of the Code. A Dealing Disclosure
by a person to whom Rule 8.3(b) of the Code 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 of the
Code.

  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 of the Code).

 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.

 

 

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