RCS - Quarto Group Inc - Tender Offer – submission of supporting tax forms

QuartoAnnouncement

11/03/2024 16:00

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RNS Number : 3954G  Quarto Group Inc  11 March 2024

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 OR REGULATIONS OF THAT JURISDICTION

FOR IMMEDIATE RELEASE

11 March 2024

 

 

 

THE QUARTO GROUP INC.

(the 'Company')

 

Tender Offer - deadline for submission of supporting tax forms (15 March 2024)

 

As described in the announcement by the Company made on 1 March 2024, the
Tender Offer pursuant to which the Company offered to purchase up to c. 11.3
million of its shares of common stock ("Common Shares") for £1.50 each,
subject to valid tender offers being received, closed on 29 February 2024.
The Company received completed Tender Offer forms c. 10.6 million Common
Shares.

 

The Company wishes to highlight:

 

1)   that U.S. withholding tax up to a rate of 30% may be applicable to the
tender payment unless you establish an entitlement to a reduced or zero rate
of withholding by completing the applicable two forms and ensuring that they
are received by the Receiving Agent on or before 15 March 2024.

2)   to those shareholders who have submitted Tender Offers the need for two
forms identified below, prepared by the registered shareholder, to be received
by Link Market Services Trustees Limited, the Receiving Agent, on or before 15
March 2024.

 

The two forms to be submitted in the name of the registered shareholder are:

 

·    Section 302 form, and

·    A W-8 form relevant to a non-U.S. taxpayer, or W-9 form for a U.S.
taxpayer.

 

Receipt of both completed forms, authorised by the registered shareholder, is
required to allow the Company to pay the complete tender amount to the
registered shareholder; that is, these forms, properly completed and received
on or before 15 March 2024, means that the Company does not withhold U.S. tax
from the tender payment it makes to the registered shareholder.

 

 

Tendered shares held by Nominees

 

Where the shares that have been tendered are held by a nominee, then the
nominee is the registered shareholder, and it is the nominee who must complete
both forms and submit the completed forms to the Receiving Agent on or before
15 March 2024.

 

 

Availability of forms

 

All applicable forms were issued with the tender pack on 18 January 2024.
All forms are available for download from:
https://www.quarto.com/aboutus/investornews.aspx .

 

 

Timetable for remaining principal events

 

 Latest date for receipt of W-9 form for U.S. holders, and applicable W-8 form  15 March 2024
 & Section 302 Certification of Treatment Of Tender Payment form for
 non-U.S. holders

 The Company to finalise tender and tax amounts with Receiving Agent            22 March 2024

 CREST accounts credited for uncertified Common Shares                          28 March 2024

 Dispatch of cheques for certified Common Shares                                28 March 2024

 

 

The Receiving Agent

 

The Receiving Agent is Link Market Services Trustees Limited:

 

Link Market Services Trustees Limited

Corporate Actions

Central Square

29 Wellington Street

Leeds

LS1 4DL

United Kingdom

 

U.K. telephone: 0371 664 0321

 

 

 

For further information, please contact:

 

 The Quarto Group Inc.
 Daniel Logan, Group Finance Director  +44 (0)20 7700 6700
 Michael Clarke, Company Secretary

 

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