REG - Vectura Group plc Vectura Group plc Philip Morris Int - Response to Increased Cash Offer by PMI

Philip Morris InternationalAnnouncement

09/08/2021 09:45

RNS Number : 9825H
  
Vectura Group plc
  
09 August 2021
  
 

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 OF THAT JURISDICTION
9 August 2021
 
INCREASED CASH OFFER BY PMI GLOBAL SERVICES ("PMI") FOR VECTURA GROUP PLC ("VECTURA")
 
The Board of Vectura (the "Board") notes the increased offer of 165 pence per Vectura share in cash from PMI announced on 8 August 2021 (the "PMI Offer").  The PMI Offer represents a premium of 10 pence per share to the price of 155 pence per share in cash announced by Murano Bidco Limited on 6 August 2021 (the "Carlyle Offer").
As there remain two competing bidders for Vectura, in accordance with the City Code on Takeovers and Mergers, the Takeover Panel has today announced rules to govern the basis on which any further offers for Vectura are made after 5.00 pm on 10 August 2021 (the "Auction Rules").
As a result, the Board feels that it is appropriate to withdraw its intention to recommend the Carlyle Offer and at this stage not to state an intention to recommend the PMI Offer. The Board will make a further announcement after the end of the auction, as set out in the Auction Rules, based on its fiduciary duties, consistent with its approach to date.
 
Enquiries:



Vectura


Tel: +44 (0)20 7881 0524




Will Downie (Chief Executive Officer)
Paul Fry (Chief Financial Officer)
 








J.P. Morgan Cazenove, as Joint Financial Adviser and Joint Corporate Broker to Vectura


Tel: +44 (0)20 7742 4000




James Mitford
Celia Murray
Alex Bruce
Hemant Kapoor
 








Rothschild & Co, as Joint Financial Adviser to Vectura


Tel: +44 (0)20 7280 5000




Julian Hudson
Vincent Meziere
Toby Wright
 








Numis, Joint Corporate Broker to Vectura:


Tel: +44 (0)20 7260 1000




James Black
 


 




FTI Consulting, PR Adviser to Vectura:
Ben Atwell
Simon Conway
 


Tel: +44 (0)20 3727 1000 
Email:  SCvectura@fticonsulting.com 
 




Public Enquiries


Tel: +44 (0)7471 352 720




David Ginivan 








 








Analyst/Investor Enquiries:


Email: ir@vectura.com




Olivia Manser 
 


 



Clifford Chance LLP is retained as legal adviser to Vectura.
Important Notices
J.P. Morgan Securities plc, which conducts its UK investment banking business as J.P. Morgan Cazenove ("J.P. Morgan Cazenove"), is authorised in the United Kingdom by the Prudential Regulation Authority (the "PRA") and regulated in the United Kingdom by the PRA and the Financial Conduct Authority. J.P. Morgan Cazenove is acting as financial adviser and corporate broker exclusively for Vectura and no one else in connection with the matters set out in this announcement and will not regard any other person as its client in relation to the matters set out in this announcement and will not be responsible to anyone other than Vectura for providing the protections afforded to clients of J.P. Morgan Cazenove or its affiliates, nor for providing advice in relation to any matter referred to herein.
N.M. Rothschild & Sons Limited ("Rothschild & Co"), which is authorised and regulated by the FCA in the United Kingdom, is acting exclusively for Vectura and for no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than Vectura for providing the protections afforded to its clients or for providing advice in connection with the subject matter of this announcement.
Numis Securities Limited ("Numis"), which is authorised and regulated in the United Kingdom by the FCA, is acting exclusively for Vectura and no one else in connection with the matters set out in this announcement and will not regard any other person as its client in relation to the matters in this announcement and will not be responsible to anyone other than Vectura for providing the protections afforded to clients of Numis, nor for providing advice in relation to any matter referred to herein.
 

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