REG - Niox Group PLC Keensight Capital - Response to Rule 2.8 Announcement

NioxAnnouncement

11/04/2025 07:00

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RNS Number : 6090E  Niox Group PLC  11 April 2025

Certain information contained within this Announcement is deemed by the
Company to constitute inside information as stipulated under the Market Abuse
Regulation (EU) No. 596/2014 ("MAR") as applied in the United Kingdom. Upon
publication of this Announcement, this information is now considered to be in
the public domain.

 

FOR IMMEDIATE
RELEASE

11 April 2025

 

NIOX GROUP PLC

Response to Rule 2.8 announcement by Keensight

& Strategic Update

The Board of NIOX Group plc ("NIOX" or the "Company"; AIM: NIOX) notes the
announcement made today by Keensight Capital ("Keensight") under Rule 2.8 of
the City Code on Takeovers and Mergers (the "Code"), confirming that, given
the prevailing macroeconomic conditions, it does not intend to make a firm
offer for the Company. As a result, Keensight are bound by the restrictions
set out in Rule 2.8 of the Code. Furthermore, in light of the current
macroeconomic backdrop, the NIOX Board has also concluded that continuing the
Private Sale Process ("PSP") at this time is unlikely to yield an optimal
outcome for shareholders. Accordingly, the PSP is being discontinued with
immediate effect.

As noted in the preliminary results announcement on 1 April 2025, the current
year has started well.  Sales growth in the first quarter for the Group as a
whole was 18%. Net cash as at 31 March 2025 was £15.4m.  A further trading
update will be made at the Company's Annual General Meeting on 14 May 2025.

 

Legal Entity Identifier: 2138006YAT138TOGA556

The person responsible for arranging the release of this announcement on
behalf of NIOX is Sarah Duncan, Group Financial Controller and Company
Secretary at NIOX.

 

 

For further information, please contact:

 

 NIOX                                               www.niox.com
 Ian Johnson / Jonathan Emms / Michael Roller

 Lazard (Financial Adviser to NIOX)                 +44 (0) 20 7187 2000
 Vasco Litchfield / Dale Raine
 David Weinberg / Orgil Sedvanchig

 Singer Capital Markets (NOMAD and broker to NIOX)
 Jen Boorer / James Fischer / James Todd            +44 (0) 20 7496 3000

 Investec Bank plc (Joint broker)
 Ben Lawrence / Lydia Zychowska                     +44 (0) 20 7597 5970

Important notices

In accordance with Rule 26.1 of the Takeover Code, a copy of the announcement
will be available on NIOX's website at www.niox.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.

This announcement has been prepared in accordance with English law and
information disclosed may not be the same as that which would have been
prepared in accordance with the laws of jurisdictions outside England.

 

Forward-looking statements

This press release contains certain projections and other forward-looking
statements with respect to the financial condition, results of operations,
businesses and prospects of NIOX. The use of terms such as "may", "will",
"should", "expect", "anticipate", "project", "estimate", "intend", "continue",
"target" or "believe" and similar expressions (or the negatives thereof) are
generally intended to identify forward-looking statements. These statements
are based on current expectations and involve risk and uncertainty because
they relate to events and depend upon circumstances that may or may not occur
in the future. There are a number of factors that could cause actual results
or developments to differ materially from those expressed or implied by these
forward-looking statements. Any of the assumptions underlying these
forward-looking statements could prove inaccurate or incorrect and therefore
any results contemplated in the forward-looking statements may not actually be
achieved. Nothing contained in this press release should be construed as a
profit forecast or profit estimate. Investors or other recipients are
cautioned not to place undue reliance on any forward-looking statements
contained herein. NIOX undertakes no obligation to update or revise (publicly
or otherwise) any forward-looking statement, whether as a result of new
information, future events or other circumstances.

 

Notice related to financial advisers

Lazard & Co., Limited ("Lazard"), which is authorised and regulated in the
United Kingdom by the Financial Conduct Authority, is acting exclusively as
financial adviser to NIOX and no one else in connection with the matters set
out in this announcement and will not be responsible to anyone other than NIOX
for providing the protections afforded to clients of Lazard nor for providing
advice in relation to the matters set out in this announcement. Neither Lazard
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 Lazard
in connection with this announcement, any statement contained herein or
otherwise. No representation or warranty, express or implied, is made by
Lazard as to the contents of this announcement.

Singer Capital Markets Advisory LLP ("Singer Capital Markets"), which is
authorised and regulated in the United Kingdom by the Financial Conduct
Authority, is acting exclusively as nominated adviser and broker to NIOX and
no one else in connection with the matters set out in this announcement and
will not be responsible to anyone other than NIOX for providing the
protections afforded to clients of Singer Capital Markets nor for providing
advice in relation to the matters set out in this announcement. Neither Singer
Capital Markets 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
Singer Capital Markets in connection with this announcement, any statement
contained herein or otherwise. No representation or warranty, express or
implied, is made by Singer Capital Markets as to the contents of this
announcement.

Investec Bank plc is retained as joint broker to NIOX.

 

 

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