REG - Strike Limited Purplebricks Group - No intention to bid statement

PurplebricksAnnouncement

10/05/2023 17:00

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RNS Number : 0020Z  Strike Limited  10 May 2023

Strike Limited

10 May 2023

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, 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 FALLING UNDER RULE 2.8 OF THE TAKEOVER CODE
(THE "CODE"). THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION IN RELATION TO
PURPLEBRICKS PLC FOR THE PURPOSES OF THE MARKET ABUSE REGULATIONS WHICH FORM
PART OF UK DOMESTIC LAW PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT OF
2018.

 

FOR IMMEDIATE RELEASE

 

No intention to bid statement

Further to the announcements made by Purplebricks Group plc ("Purplebricks")
on 15 March 2023 and 12 April 2023, Strike Limited ("Strike") today confirms
that it is not intending to make an offer under Rule 2.7 of the Code for the
entire issued, and to be issued, share capital of Purplebricks.

This is a statement to which Rule 2.8 of the Code applies.

Under Note 2 on Rule 2.8 of the Code, Strike reserves the right to set the
restrictions in Rule 2.8 aside in the following circumstances:

(a) with the agreement of the board of Purplebricks;

(b) if a third party announces a firm intention to make an offer for
Purplebricks;

(c) if Purplebricks 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); and

(d) if there has been a material change of circumstances (as determined by the
Takeover Panel).

Strike remains in discussion with the board of Purplebricks regarding a
possible purchase of the business and assets of Purplebricks (the "Business
and Assets Acquisition"). The Business and Assets Acquisition is a transaction
which would normally be restricted under Rule 2.8(f). Accordingly, the Board
of Purplebricks will need to agree to set the above restrictions aside for the
purpose of the Business and Assets Acquisition. The Business and Assets
Acquisition would also be subject to the necessary consents of the
Purplebricks shareholders, and remains subject to, inter alia, satisfactory
completion of documentation and due diligence. There can be no certainty that
such a transaction will be concluded.

Purplebricks has granted to Strike a short period of exclusivity to negotiate
the Business and Assets Acquisition (the "Exclusivity Agreement"). The
Exclusivity Agreement does not place any restrictions preventing Purplebricks
from pursuing an offer for its issued, and to be issued, share capital, and
there is no provision for a break fee or inducement fee.

About Strike Limited

Strike Limited is an online estate agent based in the United Kingdom. Strike
provides property sales, mortgages, and conveyancing services to customers,
and operates throughout the United Kingdom.

Contacts

Strike Limited
            +44 (0)1273 013432

Via FieldHouse Associates
strike@fieldhouseassociates.com

 

 

No offer or solicitation:

This announcement is for information purposes only and is not intended to and
does not constitute or form part of any offer or invitation to purchase,
acquire, subscribe for, sell, dispose of or issue, or any solicitation to
purchase, acquire, subscribe for, sell, dispose of or issue any securities in
Purplebricks in any jurisdiction.

Overseas jurisdictions:

The release, publication or distribution of this announcement in certain
jurisdictions may be restricted by law. Persons who are not resident in the
United Kingdom or who are subject to the laws of other jurisdictions should
inform themselves of, and observe, any applicable restrictions or
requirements. Any failure to comply with these restrictions may constitute a
violation of securities laws of any such jurisdictions. To the fullest extent
permitted by law, Strike disclaims all and any responsibility or liability for
the violation of such restrictions by such person.

No investment recommendation:

This announcement is not intended to be and does not constitute or contain any
investment recommendation as defined by Regulation (EU) No 596/2014 (as it
forms part of the domestic law in the United Kingdom by virtue of the European
Union (Withdrawal) Act 2018). No information in this announcement should be
construed as recommending or suggesting an investment strategy. Nothing in
this announcement or in any related materials is a statement of or indicates
or implies any specific or probable value outcome in any particular
circumstance.

Availability of announcement:

A copy of this announcement will be available, subject to certain restrictions
relating to persons resident in restricted jurisdictions,
at https://strike.co.uk/latest-news/purplebricks-announcement no later than
12 noon (London time) on Thursday, 11 May 2023. 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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