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 OF SUCH
JURISDICTION.
THIS IS AN ANNOUNCEMENT UNDER RULE 2.4 OF THE CITY CODE ON
TAKEOVERS AND MERGERS (THE "CODE") AND IS NOT AN ANNOUNCEMENT OF A
FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE. THERE
CAN BE NO CERTAINTY THAT AN OFFER WILL BE MADE, NOR AS TO THE TERMS
ON WHICH ANY OFFER MIGHT BE MADE.
FOR
IMMEDIATE
RELEASE
20
March 2024
Equals Group
plc
("Equals", the "Group" or the "Company")
Trading Update, Strategic
Review Update and extension of PUSU Deadline
Trading
Update
The Board is pleased to provide an
update on the Company's current trading, which continues to be in
line with the Board's expectations. Trading in the first quarter of
FY-2024 up to 15 March 2024 (the "Period") has continued the strong
growth trajectory of FY-2023 with Revenues in the Period
reaching £22.2 million, up from £17.4 million in the same period in
FY-2023, representing an increase of 28%. In keeping with recent
trends, trading has been robust across the business with
particularly strong growth from Solutions.
Further detail will be provided in the Company's
final results which will be released on Tuesday 16 April 2024,
along with a further trading update.
Strategic Review
Update
On 1 November 2023 the Board of
Equals Group plc ("Equals"
or the "Company") (AIM:
EQLS) announced
that it is conducting a review of the
Company's strategic options (the "Strategic Review") and that as part of
this process, the Company has contacted a limited number of
potential counterparties including Madison Dearborn Partners, LLC,
to assess whether such parties could put forward a proposal that
would deliver greater value to Equals' shareholders than pursuing a
standalone independent strategy (the "Strategic Review").
The Board also noted in its
announcement of 1 November 2023 that any
such proposal could include an offer for the entire issued and to
be issued share capital of the Company and
as such the effect of the announcement was to commence an 'offer
period' in respect of the Company in accordance with
the Takeover Code (the "Code").
Whilst the Board recognises the time
elapsed since the commencement of the Strategic Review, it
considers it to be in the best interests of shareholders that the
Strategic Review remains ongoing to allow further time for it to
reach its conclusion.
PUSU
Extension
The announcement of 1 November 2023
stated that, in accordance with Rule 2.6(a) of the Code, by not
later than 5.00 pm on 29 November 2023, Madison Dearborn Partners,
LLC must either announce a firm intention to make an offer for
Equals under Rule 2.7 of the Takeover Code or announce that it does
not intend to make an offer for Equals, in which case the
announcement will be treated as a statement to which Rule 2.8 of
the Takeover Code applies (the "PUSU Deadline"). That deadline was
first extended to 5.00 pm on 27 December 2023, as announced by the
Company on 29 November 2023, and then extended to 5.00 pm on 24
January 2024, as announced on 27 December 2023, and then further
extended to 5.00 pm on 21 February 2024, as announced on 24 January
2024, and then further extended to 5.00 pm on 20 March 2024, as
announced on 21 February 2024.
As part of the Strategic Review,
discussions are ongoing between Equals and Madison Dearborn
Partners LLC and, to allow further time for these discussions to
take place, the Board of Equals has requested that the Panel on
Takeovers and Mergers (the "Panel") extends the PUSU Deadline
further.
In the light of this request, an
extension has been granted by the Panel and, in accordance with
Rule 2.6(a) of the Code, Madison Dearborn Partners LLC is required,
by not later than 5.00 pm on 17 April 2024, either to announce a
firm intention to make an offer in accordance with Rule 2.7 of the
Code or to announce that it does not intend to make an offer, in
which case the announcement will be treated as a statement to which
Rule 2.8 of the Code applies. This revised PUSU Deadline may be
extended with the consent of the Panel, at Equals' request, in
accordance with Rule 2.6(c) of the Code.
There can be no certainty either
that an offer will be made nor as to the terms of any offer, if
made.
A further announcement will be made
when appropriate.
For
more information, please contact:
Equals
+44 (0) 20 7778 9308
Ian Strafford-Taylor / Richard Cooper
Canaccord Genuity (Financial Adviser to
Equals)
+44 (0) 20 7523 8000
Sunil Duggal / Bill
Gardiner
Lazard (Financial Adviser to
Equals)
+44 (0) 20 7187 2000
Nicholas Millar / Jason
Welham
Canaccord Genuity (Nominated Adviser & Sole Broker to
Equals) +44 (0)
20 7523 8000
Max Hartley / Harry
Rees
Buchanan (Financial Communications for Equals)
+44 (0) 20 7466 5000
Henry Harrison-Topham / Toto Berger
/ Stephanie Whitmore