REG - ME Group Intl. - Response to media speculation

ME InternationalAnnouncement

Wed 12:30

For best results when printing this announcement, please click on link below:
https://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20250618:nRSR4192Na&default-theme=true

RNS Number : 4192N  ME Group International PLC  18 June 2025

 

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 THAT JURISDICTION

THIS ANNOUNCEMENT IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER
UNDER RULE 2.7 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE") AND
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

 

 

18 June 2025

 

 

ME Group International plc ("ME Group" or the "Company")

Response to media speculation and share price movement

ME Group notes the recent movement in its share price and media speculation
and confirms it is evaluating various strategic options to enhance shareholder
value. One of the options being considered involves seeking potential offerors
for the Company. The Company is not in receipt of any offer proposals.

There can be no certainty that any firm offer will be made, nor as to the
terms on which any offer might be made. This announcement does not amount to
an announcement of a firm intention to make an offer. A further announcement
will be made as and when appropriate.

Code notes

The Takeover Panel Executive has granted a dispensation from the requirement
of Rule 2.4(b) of the Code such that ME Group is not required to identify any
potential offeror which ME Group subsequently refers to the existence of in an
announcement unless that potential offeror has been specifically identified in
any rumour or speculation.

As a consequence of this announcement, ME Group is now considered to be in an
"offer period" as defined in the Code.

Enquiries:

 

ME Group International plc
 

Stéphane Gibon (CFO) / Vlad Crasneanscki (Head of Investor
Relations)                               +44
(0)1372 453 399

 

Zaoui & Co (Financial
Adviser)

Yoel Zaoui / Serge Mouracade / Antoine Kephalianos
 
     +44 (0)20 7290 5580

 

Rothschild & Co (Financial Adviser)

François de Breteuil / Neil Thwaites / Mathieu
Claro                            +33 (0)1 40 74 43
66 / +44 (0)20 7280 5000

 

The person responsible for arranging release of this announcement on behalf of
ME Group is Del Mansi, Company Secretary. The LEI of ME Group is
2138006YJ65EKBYYYX41.

Important notices

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 whether
pursuant to this announcement or otherwise.

The distribution of this announcement in jurisdictions outside the United
Kingdom may be restricted by law and therefore persons into whose possession
this announcement comes should inform themselves about, and observe, such
restrictions. Any failure to comply with the restrictions may constitute a
violation of the securities law of any such jurisdiction.

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) on https://me-group.com/ 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.

Rule 2.9 Information

In accordance with Rule 2.9 of the Code, ME Group confirms that as at the date
of this announcement, it has in issue 377,098,336 ordinary shares of 0.5p
each. ME Group does not hold any ordinary shares in treasury. The
International Securities Identification Number (ISIN) of the ordinary shares
is GB0008481250.

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(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, 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.

Further Information

Zaoui & Co Ltd ("Zaoui & Co"), which is authorised and regulated by
the Financial Conduct Authority in the United Kingdom, is acting exclusively
for ME Group and for no one else in connection with the subject matter of this
announcement and will not be responsible to anyone other than ME Group for
providing the protections afforded to its clients or for providing advice in
connection with the subject matter of this announcement.

N.M. Rothschild & Sons Limited ("Rothschild & Co"), which is
authorised and regulated by the Financial Conduct Authority in the United
Kingdom, is acting exclusively for ME Group and for no one else in connection
with the subject matter of this announcement and will not be responsible to
anyone other than ME Group for providing the protections afforded to its
clients or for providing advice in connection with the subject matter of this
announcement.

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  SPCSFEFFAEISEEM