REG - Keensight Capital Niox Group PLC - Statement regarding NIOX Group Plc

NioxAnnouncement

11/04/2025 07:00

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RNS Number : 6002E  Keensight Capital SAS  11 April 2025

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.

 

THIS IS AN ANNOUNCEMENT TO WHICH RULE 2.8 OF THE CITY CODE ON TAKEOVERS AND
MERGERS (THE "CODE") APPLIES.

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.

 

FOR IMMEDIATE RELEASE

 

 

11 April 2025

 

Keensight Capital

 

Statement regarding NIOX Group plc

 

Further to the announcement made by NIOX Group plc ("NIOX") regarding a
possible cash offer for NIOX by Keensight Capital ("Keensight"), Keensight
confirms that, in light of the current macro-economic backdrop, it does not
intend to make a firm offer for NIOX.  Consequently, Keensight is bound by
the restrictions set out under Rule 2.8 of the Code, except with the consent
of the Panel.

 

Under Note 2 on Rule 2.8 of the Code, Keensight and any person acting in
concert with Keensight, reserve the right to set aside the restrictions in
Rule 2.8 in the following circumstances: (i) with the agreement of the Board
of NIOX; (ii) if a third party announces a firm intention to make an offer for
NIOX; (iii) if NIOX announces a Rule 9 waiver proposal (see Note 1 of the
Notes on Dispensations from Rule 9) or a reverse takeover (as defined in the
Code); or (iv) if there has been a material change of circumstances (as
determined by the Panel on Takeovers and Mergers).

 

Keensight, on behalf of its managed funds, and any person acting in concert
with Keensight, reserves the right to acquire and/or offer to acquire NIOX
shares or interests in NIOX shares subject to and in accordance with the Code
(including Rule 2.8) and other applicable regulations.

 

 

Enquiries:

 

 Keensight Capital                                       +44 (0) 20 4558 5441
 Amit Karna

 Michael Healy

 Susanna Mestriner

 LEI Number: 9695002S0E6MOJMK5104

 UBS AG London Branch (Financial Adviser to Keensight)   +44 (0) 20 7567 8000
 Craig Calvert

 Ian Hart

 Paul Finlayson

 Anisah Mahomed
 Headland Consultancy (PR adviser to Keensight)          +44 (0)20 3805 4822
 Del Jones

 Stephanie Ellis

 

The person(s) responsible for arranging release of this announcement on behalf
of Keensight are Cindy Giraud, Communications Director and Stephanie Ellis
(Headland Consultancy).

About Keensight Capital

Keensight Capital ("Keensight"), one of the leading European Growth Buyout
firms, is committed to supporting entrepreneurs as they implement their growth
strategies. With over 25 years of experience and €5.5bn of assets under
management, Keensight Capital's team of seasoned professionals leverages their
differentiated private equity experience to invest in profitably growing
companies generating revenues in the range of €10 million to €400 million.
Drawing on its expertise in the Technology and Healthcare sectors, Keensight
identifies the best investment opportunities in Europe and works closely with
the management teams providing capital, strategic guidance and operational
support. Keensight operates in more than 90 countries across the globe with a
presence in Paris, London, Boston, and Singapore.

 

Important notices relating to advisers

 

UBS AG London Branch ("UBS") is authorised and regulated by the Financial
Market Supervisory Authority in Switzerland. It is authorised by the
Prudential Regulation Authority and subject to regulation by the Financial
Conduct Authority and limited regulation by the Prudential Regulation
Authority in the United Kingdom. UBS is acting as Adviser to Keensight and no
one else in connection with the matters set out in this announcement. In
connection with such matters, UBS, its affiliates, and its or their respective
directors, officers, employees and agents will not regard any other person as
its client, nor will it be responsible to any other person for providing the
protections afforded to its clients or for providing advice in relation to the
contents of this announcement or any other matter referred to herein.

 

Ropes & Gray International LLP is retained as legal adviser to Keensight.

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

 

A copy of this announcement will be made available, subject to certain
restrictions relating to persons resident in restricted jurisdictions, on
Keensight's website at www.Keensight.com by no later than 12 noon (London
time) on 14 April 2025 (being 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.

 

 

 

 

 

 

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