REG - Hyve Group PLC - Cancellation of listing announcement
23/05/2023 09:15
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RNS Number : 3342A Hyve Group PLC 23 May 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 OF THAT JURISDICTION
FOR IMMEDIATE RELEASE
23 May 2023
RECOMMENDED CASH ACQUISITION
of
HYVE GROUP PLC
by
HERON UK BIDCO LIMITED
(a company controlled by funds advised by Providence Equity Partners L.L.C.
and its affiliates)
to be effected by means of a Scheme of Arrangement
under Part 26 of the Companies Act 2006
CANCELLATION OF LISTING AND TRADING OF HYVE SHARES
Further to the announcement made by Hyve Group plc ("Hyve") on 22 May 2023
regarding the suspension of listing and dealings in Hyve Shares, Hyve is
pleased to announce that, following an application by Hyve, the Financial
Conduct Authority has cancelled the listing of Hyve Shares on the premium
listing segment of the Official List and the London Stock Exchange has
cancelled the trading of Hyve Shares on its Main Market for listed securities,
in each case with effect from 8:00 a.m. today.
All references to times in this announcement are to London time.
Defined terms used but not defined in this announcement have the meanings set
out in the Scheme Document dated 5 April 2023.
Enquiries
Hyve Group plc +44 (0)20 3545 9400
Mark Shashoua, CEO
John Gulliver, CFO
Marina Calero, Group Head of Investor Relations
Goldman Sachs International +44 (0)20 7774 1000
(Lead financial adviser to Hyve)
Nick Harper
Khamran Ali
Numis +44 (0)20 7260 1000
(Financial adviser and corporate broker to Hyve)
Nick Westlake
Stuart Ord
Hugo Rubinstein
Camarco +44 (0)20 3757 4992
(Financial PR adviser to Hyve)
Ginny Pulbrook
Rosie Driscoll
Lily Pettifar
Providence Equity Partners L.L.C. +44 (0)20 7514 8800
Andrew Tisdale
Robert Sudo
Perella Weinberg UK Limited
(Financial adviser to Providence Equity Partners L.L.C. and Bidco) +44 (0)20 7268 2800
Rich Newman
Matthew Smith
Deutsche Bank AG, London Branch +44 (0)20 7545 8000
(Financial adviser to Providence Equity Partners L.L.C. and Bidco)
Daniel Ross
Oliver Ives
Simon Hollingsworth
FGS Global +44 (0)20 7251 3801
(Financial PR adviser to Providence Equity Partners L.L.C. and Bidco)
Rory King
Searchlight Capital Partners UK, LLP +44 (0)20 7290 7910
James Redmayne
Nicolo Zanotto
Moelis & Company UK LLP +44 (0)20 7634 3500
(Financial adviser to Searchlight Capital Partners UK, LLP)
Geoffrey Austin
Robert Sorrell
Chris Raff
Weil, Gotshal & Manges (London) LLP is providing legal advice to Bidco and
Providence Equity Partners L.L.C., Willkie Farr & Gallagher (UK) LLP is
providing legal advice to Searchlight Capital Partners UK, LLP and Macfarlanes
LLP is providing legal advice to Hyve.
Important Notices
Goldman Sachs International, which is authorised by the Prudential Regulation
Authority and regulated by the Financial Conduct Authority and the Prudential
Regulation Authority in the United Kingdom, is acting exclusively for Hyve and
no one else in connection with the matters referred to in this Announcement
and will not be responsible to anyone other than Hyve for providing the
protections afforded to clients of Goldman Sachs International or for
providing advice in connection with the matters referred to in this
Announcement.
Numis Securities Limited ("Numis"), which is authorised and regulated in the
United Kingdom by the Financial Conduct Authority, is acting exclusively for
Hyve and no one else in connection with the matters referred to in this
Announcement and will not be responsible to anyone other than Hyve for
providing the protections afforded to clients of Numis, nor for providing
advice in relation to any matter referred to herein. Neither Numis nor any of
its affiliates (nor any of their respective directors, officers, employees or
agents), 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 Numis in connection with this
Announcement, any statement contained herein or otherwise.
Perella Weinberg UK Limited ("Perella Weinberg Partners"), which is authorised
and regulated in the United Kingdom by the Financial Conduct Authority, is
acting exclusively for Providence Equity Partners L.L.C. and Bidco in
connection with the matters set out in this Announcement and for no one else
and will not be responsible to anyone other than Providence Equity Partners
L.L.C. and Bidco for providing the protections afforded to its clients nor for
providing advice in relation to the matters set out in this Announcement.
Neither Perella Weinberg Partners nor any of its subsidiaries, branches or
affiliates and their respective directors, officers, employees or agents 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 Perella Weinberg Partners in connection with
this Announcement, any statement contained herein or otherwise.
Deutsche Bank AG is a joint stock corporation incorporated with limited
liability in the Federal Republic of Germany, with its head office in
Frankfurt am Main where it is registered in the Commercial Register of the
District Court under number HRB 30 000. Deutsche Bank AG is authorised under
German banking law. The London branch of Deutsche Bank AG is registered in the
register of companies for England and Wales (registration number BR000005)
with its registered address and principal place of business at Winchester
House, 1 Great Winchester Street, London EC2N 2DB. Deutsche Bank AG is
authorised and regulated by the European Central Bank and the German Federal
Financial Supervisory Authority (BaFin). With respect to activities undertaken
in the United Kingdom, Deutsche Bank AG is authorised by the Prudential
Regulation Authority. It is subject to regulation by the Financial Conduct
Authority and limited regulation by the Prudential Regulation Authority.
Details about the extent of Deutsche Bank AG's authorisation and regulation by
the Prudential Regulation Authority are available from Deutsche Bank AG on
request. Deutsche Bank AG, London Branch ("Deutsche Bank") is acting
exclusively as financial adviser to Providence Equity Partners L.L.C. and
Bidco and no one else in connection with the matters described in this
Announcement and will not be responsible to anyone other than Providence
Equity Partners L.L.C. and Bidco for providing the protections afforded to
clients of Deutsche Bank nor for providing advice in connection with the
subject matter of this Announcement or any other matter referred to in this
Announcement.
Moelis & Company UK LLP ("Moelis"), which is authorised and regulated in
the United Kingdom by the Financial Conduct Authority, is acting exclusively
for Searchlight Capital Partners UK, LLP in connection with the matters set
out in this Announcement and for no one else and will not be responsible to
anyone other than Searchlight Capital Partners UK, LLP for providing the
protections afforded to its clients nor for providing advice in relation to
the matters set out in this Announcement. Neither Moelis nor any of its
subsidiaries, branches or affiliates and their respective directors, officers,
employees or agents 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 Moelis in
connection with this Announcement, any statement contained herein or
otherwise.
Publication on website
This announcement and the documents required to be published pursuant to
Rule 26.1 of the Code will be available free of charge, subject to certain
restrictions relating to persons resident in Restricted Jurisdictions, on
Hyve's website at https://hyve.group/Investors and on Bidco's website at
www.provequity.com/hyvegroupplc by no later than 12.00 p.m. on the Business
Day following the date of publication of this Announcement.
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