RCS - Pageant Investments - Comment on ICG EGM

PJT Partners

27/08/2026 13:42

RNS Number : 4829S
  
Pageant Investments Limited
  
27 August 2026
  
 


PAGEANT INVESTMENTS OPPOSES ANY ADJOURNMENT OF THE ICG SHAREHOLDER MEETING
 
On 18 August, the Independent Board expressly rejected shareholder criticism of the offer timetable, confirmed compliance with Irish Takeover Rules and company law, and urged shareholders to vote on 28 August. In addition, PJT Partners, as advisers to the Independent Board, had expressly stated that Pageant was the only shareholder objecting to the timetable.
 
On 20 August, once aware that the Scheme was likely to fail, the Independent Board began contacting shareholders to reconsider their votes. This took place to seek greater support for the transaction, not in response to any shareholder request.
 
The Independent Board has not stated that shareholders requested an adjournment, nor identified any new information affecting the merits of the offer. The half-year results have already been published, and the intermediary voting deadlines were known well in advance and expressly acknowledged by the Independent Board.
 
The only apparent material change is that the votes cast to date are insufficient to secure the required approval. The Independent Board's change of position lacks credibility.
 
Shareholders have had the opportunity to consider the offer and have exercised their voting rights. An adjournment would give the bidder and the Independent Board more time to alter an outcome they oppose.
 
This would reinforce Pageant's concerns as to whether the Independent Board is acting even- handedly in the interests of all shareholders - including those who voted against the transaction.
 
The meetings should proceed as scheduled, and the decision of shareholders should be respected.




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