Update on offer
20/07/2023 08:57
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RNS Number : 6538G Lookers PLC 20 July 2023
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE
A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.
THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY THE COMPANY TO
CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE UK VERSION OF THE MARKET
ABUSE REGULATION (EU) NO. 596/2014 AS IT FORMS PART OF UK LAW BY VIRTUE OF THE
EUROPEAN UNION (WITHDRAWAL) ACT 2018. WITH THE PUBLICATION OF THIS
ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INSIDE INFORMATION IS
NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
FOR IMMEDIATE RELEASE
20 July 2023
Lookers plc
("Lookers" or "the Company")
Update on offer
Further to this morning's announcements that Cinch Holdco UK Limited ("Cinch")
intends to vote against the Acquisition and that Lookers was re-engaging with
other shareholders to understand whether the resolutions required to effect
the Scheme of Arrangement in order to implement the Acquisition (the
"Resolutions") are capable of being passed, the Lookers Directors now believe
that shareholders representing in excess of 25% of the voting rights of the
Company intend to vote against the Resolutions and therefore that the
Resolutions are not capable of being passed.
The Court Meeting and General Meeting convened in connection with the
Acquisition are scheduled to take place on 27 July 2023. In the event that the
Resolutions do not pass, as the Lookers Directors now expect, the Scheme of
Arrangement will lapse and Lookers will remain an independent listed company.
In this event, the Lookers Directors will continue to pursue constructive
engagement with all shareholders, including Cinch, who continues to be the
Company's largest shareholder holding approximately 19.52% of the issued share
capital.
As stated in the Scheme Document, the Lookers Directors remain confident in
the future prospects of Lookers to create sustainable value for all
stakeholders.
A further announcement will be made in due course, as appropriate.
Unless the context provides otherwise, words and expressions defined in the
Scheme Document shall have the same meanings in this announcement.
Enquiries:
Lookers plc
Mark Raban, Chief Executive Officer via MHP
Oliver Laird, Chief Financial Officer
Numis Securities Limited (Joint Financial Adviser and Corporate Broker to
Lookers)
Stuart Dickson +44 (0) 207 260 1000
Stuart Ord
Oliver Steele
Duncan Wilson
Peel Hunt LLP (Joint Financial Adviser and Corporate Broker to Lookers)
Adrian Trimmings +44 (0) 207 418 8900
Michael Nicholson
Andrew Clark
Edward Lowe
MHP (Financial PR to Lookers)
Alan Tovey +44 (0) 7833 437 044 /
Tim Rowntree +44 (0) 20 3128 8193
Charles Hirst Lookers@mhpgroup.com
Important Notices
Numis Securities Limited ("Numis"), which is authorised and regulated by the
FCA in the United Kingdom, is acting exclusively for Lookers and for no one
else in connection with the Offer and/or any other matter referred to in this
Announcement and will not be responsible to anyone other than Lookers for
providing the protections afforded to its clients or for providing advice in
relation to the Offer, the contents of this Announcement, or any other matters
referred to in this Announcement. Neither Numis nor any of its subsidiaries,
affiliates or branches owes or accepts any duty, liability or responsibility
whatsoever (whether direct, indirect, consequential, whether in contract, in
tort, under statute or otherwise) to any person who is not a client of Numis
in connection with this Announcement, any statement or other matter or
arrangement referred to herein or otherwise.
Peel Hunt LLP ("Peel Hunt"), which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority, is acting exclusively for Lookers
and for no one else in connection with the matters referred to in this
Announcement. Peel Hunt will not be responsible to anyone other than Lookers
for providing the protections afforded to clients of Peel Hunt nor for
providing advice in relation to the contents of, or matters referred to in,
this Announcement. Neither Peel Hunt 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 Peel Hunt in connection with the matters referred to in this
Announcement, or otherwise.
END
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