REG - Ken Bidco Limited - Update to stated post-offer intention statements

Kin and CartaAnnouncement

31/07/2024 12:30

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RNS Number : 5969Y  Ken Bidco Limited  31 July 2024

 

31 July 2024

 

KEN BIDCO LIMITED (NOW RENAMED VALTECH KC LIMITED)

Rule 19.6(b) update to stated post-offer intention statements with regard to
Kin and Carta plc (now renamed Kin and Carta Holdco Limited)

 

Ken Bidco Limited (now renamed Valtech KC Limited) ("Valtech") (a company
formed indirectly on behalf of funds advised by BC Partners) announces that,
further to the completion of its recommended cash offer for Kin and Carta plc
(now renamed Kin and Carta Holdco Limited) ("Kin and Carta"), which was
effected by way of scheme of arrangement under Part 26 of the Companies Act
2006 on 26 April 2024 (the "Acquisition"), certain courses of action will be
taken which differ from its statements of intent made pursuant to Rules
2.7(c)(viii) and 24.2 of the Code, which were set out in its announcement of
19 December 2023 and the scheme document published on 15 January 2024 the
("Offer Documentation").

This announcement is required under Rule 19.6(b) of the City Code on Takeovers
and Mergers.

The Offer Documentation stated that, following completion of the Acquisition,
Valtech intended to support the recertification of the Kin and Carta business
as a B Corp as soon as practicable following completion of the Acquisition. As
part of their ongoing strategic review, Valtech and Kin and Carta have
determined that the recertification of the Kin and Carta business as a B Corp
as part of the integrated group with Valtech will not be feasible. This is due
to Valtech and Kin and Carta's desire to harmonise the companies' governance
frameworks and organisational structures to support the group in fulfilling
its full potential.

As part of this review, the respective organisations have been reviewing
existing commitments, policies and structures in both organisations. Building
on the momentum of Valtech's existing efforts in the area of Sustainability,
D&I and Governance, Valtech has developed a refreshed approach for
D&I, Sustainability and Governance: a new framework named Purposeful
Business.

This framework continues to showcase Valtech's commitment to this area, as
evidenced through its goals in Diversity & Inclusion (annual entity-level
progress goals, alongside goals on engagement scores and diverse
representation), Sustainability (SBTi-validated Near-Term (2030) and Net-Zero
goals (2040) and annual CDP disclosure) and Governance (clear governance,
ethical and decision-making frameworks alongside baseline global policy
frameworks mapped to client requirements, corporate compliance and regulatory
landscape). These efforts are supported by comprehensive internal programmes
and communities such as Group D&I Council and global network of
Sustainability Champions. The company remains steadfast in its transparency on
commitments and progress, through its annual D&I reports, annual emissions
reporting and upcoming annual Sustainability report.

Enquiries:

                                                                              +44 20 7451 4542

 Europa Partners Limited
 (Financial Adviser to Valtech)
                                                                              +44 7941 560 215

 Kathleen Carter (PR & Marketing at Valtech)
 Kathleen.carter@kinandcarta.com

 

Important Notices

Europa Partners Limited, which is regulated in the UK by the Financial Conduct
Authority, is acting exclusively as financial adviser to Valtech in connection
with the matter set out in this announcement and for no-one else and will not
regard any other person as its client in relation to the matter referred to in
this announcement and will not be responsible to anyone other than Valtech for
providing the protections afforded to its clients for providing advice in
connection with the matter referred to in this announcement.

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