REG - Takeover Panel Wincanton PLC CEVA Logistics UK GXO Logistics, Inc. - Wincanton plc - deadline for clarification S4 App7

WincantonAnnouncement

27/02/2024 11:15

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RNS Number : 6276E  Takeover Panel  27 February 2024

2024/5

WINCANTON PLC ("WINCANTON")

 

CEVA LOGISTICS UK ROSE LIMITED (A WHOLLY-OWNED SUBSIDIARY OF CEVA LOGISTICS
S.A., ITSELF A SUBSIDIARY OF CMA CGM S.A.) ("CEVA")

 

GXO LOGISTICS, INC ("GXO")

On 19 January 2024, the boards of Wincanton and CEVA announced that they had
reached agreement on the terms of a recommended cash offer pursuant to which
CEVA would acquire the entire issued and to be issued share capital of
Wincanton (the "CEVA Offer"), to be implemented by means of a scheme of
arrangement.

On 15 February 2024, Wincanton announced the publication of the scheme
circular in relation to the CEVA Offer. That circular included notice of the
shareholder meetings to approve the CEVA Offer, which are scheduled to be held
on 13 March 2024 (the "Shareholder Meetings").

On 26 February 2024, CEVA announced an increased and final cash offer for the
entire issued and to be issued share capital of Wincanton, subject to the
reservations included in that announcement.

On 26 February 2024, Wincanton announced that it had received an approach from
a potential competing offeror. In response to press speculation, Wincanton
made a further announcement that identified GXO as the potential competing
offeror.

Pursuant to Rule 2.6(d) and Section 4 of Appendix 7 of the Takeover Code, the
Panel Executive has ruled that, unless the Executive consents otherwise, GXO
must by 5.00pm on 6 March 2024, being the seventh day prior to the date of the
Shareholder Meetings, either announce a firm intention to make an offer for
Wincanton under Rule 2.7 of the Code or announce that it does not intend to
make an offer for Wincanton. This deadline will cease to apply if, before that
time, a third party other than GXO has announced a firm intention to make an
offer for Wincanton under Rule 2.7.

Each of CEVA, GXO and Wincanton has accepted this ruling.

27 February 2024

 

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