REG - Intertek Group Plc - Response to possible offer announcement by EQT

IntertekAnnouncement

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RNS Number : 8064A  Intertek Group PLC  16 April 2026

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

16 April 2026

Intertek Group plc ("Intertek")

Response to possible offer announcement by EQT

The Board of Intertek notes the recent announcement by EQT X EUR SCSp and EQT
X USD SCSp (collectively referred to as "EQT"), each represented by its
manager (gérant) EQT Fund Management S.à r.l..

Intertek confirms that on 10 April 2026, it received an unsolicited,
indicative and conditional proposal from EQT to acquire the entire ordinary
share capital of Intertek. The proposal comprised £51.50 per share in cash.

The Board of Intertek carefully reviewed EQT's proposal with its advisers and
unanimously concluded that it fundamentally undervalues Intertek and its
future prospects. Accordingly, the Intertek Board unanimously and
unequivocally rejected the proposal on 13 April 2026.

In accordance with Rule 2.6(a) of the Code, EQT is required, by not later than
5.00 p.m. on 14 May 2026, to either announce a firm intention to make an offer
for Intertek in accordance with Rule 2.7 of the Code or announce that it does
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. This deadline can be
extended with the consent of the Panel on Takeovers and Mergers (the "Panel")
in accordance with Rule 2.6(c) of the Code.

A further announcement will be made if and when appropriate.

For the purpose of Rule 2.5(a) of the Code, this announcement has been made by
Intertek without the prior agreement or approval of EQT.

The person responsible for arranging for the release of this announcement on
behalf of Intertek is Ida Woodger.

 

 Enquiries

 For further information, please contact:

 Denis Moreau, Investor Relations

 Telephone:     +44 (0) 20 7396 3415

 investor@intertek.com (mailto:investor@intertek.com)

 

Goldman Sachs International and J.P. Morgan Cazenove are acting as financial
advisers to Intertek.

About Intertek

Intertek is a leading Total Quality Assurance provider to industries
worldwide.

Our network of more than 1,000 laboratories and offices in more than 100
countries, delivers innovative and bespoke Assurance, Testing, Inspection and
Certification solutions for our customers' operations and supply chains.
Intertek is a purpose-led company that brings Quality, Safety and
Sustainability to Life.

Our Science-based Customer Excellence USP and the 24/7 mission critical
Quality Assurance solutions we provide, ensure that our clients can operate
with well-functioning supply chains in each of their operations.

Our Customer Promise is: Intertek Total Quality Assurance expertise, delivered
consistently, with precision, pace and passion, enabling our customers to
power ahead safely.

Important Information

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

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.

This announcement has been prepared in accordance with English law and
information disclosed may not be the same as that which would have been
disclosed in accordance with the laws of jurisdictions outside England. The
release, publication or distribution of this announcement in whole or in part,
directly or indirectly, in, into or from certain jurisdictions may be
restricted by law. Therefore, any persons who are subject to the laws of any
jurisdiction other than the United Kingdom or shareholders of Intertek who are
not resident in the United Kingdom will need to inform themselves about, and
observe, any applicable requirements. Any failure to comply with the
restrictions may constitute a violation of the securities law of any such
jurisdiction.

Rule 26.1 disclosure

In accordance with Rule 26.1 of the Code, a copy of this announcement will,
subject to certain restrictions relating to persons resident in restricted
jurisdictions, be available on Intertek's website at
www.intertek.com/investors, by no later than 12 noon (London time) on the
business day following the date of this announcement. For the avoidance of
doubt, 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

 

Following this announcement, Intertek is now considered to be in an "offer
period" as defined in the Code, and the dealing disclosure requirements as set
out below will apply.

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(s), 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 (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.

 

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