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RNS Number : 0326Q Kitwave Group PLC 22 January 2026
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION 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
FOR IMMEDIATE RELEASE
22 January 2026
Kitwave Group plc
("Kitwave")
Rule 2.9 Announcement
In connection with the recommended cash acquisition of Kitwave by Kite UK
Bidco Limited, a newly incorporated company indirectly wholly-owned by funds
managed or advised by OEP Capital Advisors, L.P., and in accordance with Rule
2.9 of the City Code on Takeovers and Mergers (the "Code"), Kitwave confirms
that, as at the date of this announcement, it has in issue 83,736,538 ordinary
shares of £0.01 each with voting rights ("Ordinary Shares"). Kitwave does not
hold any Ordinary Shares in treasury.
The Ordinary Shares are admitted to trading on AIM and their International
Securities Identification Number is GB00BNYKB709.
Enquiries:
Kitwave +44 (0) 191 259 2277
Ben Maxted, Chief Executive Officer
David Brind, Chief Financial Officer
Canaccord Genuity Limited (Financial Adviser, Rule 3 Adviser, Nominated +44 (0) 20 7523 8150
Adviser and Sole Broker)
Harry Rees
Bobbie Hilliam
Elizabeth Halley-Stott
Important notices
Canaccord Genuity, which is authorised and regulated by the FCA in the United
Kingdom, is acting exclusively as financial adviser to Kitwave and no one else
in connection with the Acquisition and will not be responsible to anyone other
than Kitwave for providing the protections afforded to clients of Canaccord
Genuity nor for providing advice in relation to the Acquisition or any other
matters referred to in this Announcement. Neither Canaccord Genuity nor any of
its 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 Canaccord Genuity
in connection with this Announcement, any statement contained herein or
otherwise.
Disclosure requirements of the Code
Under Rule 8.3(a) of the Code, any person who is interested in 1 per cent. 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 p.m. (London time) on the 10th business day following the
commencement of the offer period and, if appropriate, by no later than 3.30
p.m. (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
per cent. 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 p.m. (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 shall
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 Panel's website at
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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