TIDMKAPE
RNS Number : 2174R
Kape Technologies PLC
28 February 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 OF
SUCH JURISDICTION.
28 February 2023
Kape Technologies plc
("Kape," the "Company" or the "Group")
Update from the Independent Directors
Further to the Company's announcement of 13 February 2023, the
independent directors of Kape, being all of the directors of Kape
except Pierre Lallia, who is a nominee of Unikmind Holdings Ltd
(the "Independent Directors") provide an update to their response
to the cash offer from Unikmind Holdings Ltd ("Unikmind") (the
"Offer").
The Independent Directors, after consulting with major
institutional shareholders, and having been so advised by Shore
Capital and Citi, believe that the Offer materially undervalues
Kape and its future prospects. In providing its advice, Shore
Capital and Citi have taken into account the commercial assessments
of the Independent Directors.
Following publication of an Offer Document by Unikmind, the
Independent Directors will write to Kape shareholders with their
views on the Offer.
Enquiries:
Kape Technologies Plc via Vigo Consulting
Ido Erlichman, Chief Executive Officer
Oded Baskind, Chief Financial Officer
Shore Capital (Joint Financial Adviser, Nominated
Adviser & Joint Broker)
Simon Fine / Toby Gibbs / Mark Percy / James Thomas +44 (0)20 7408
/ Iain Sexton 4090
Citigroup Global Markets Limited (Joint Financial
Adviser)
Yishai Fransis / Simon Lindsay / David Ibáñez +44 (0)20 7986
/ Robert Farrington 4000
Vigo Consulting (Financial Public Relations)
Jeremy Garcia / Kendall Hill +44 (0)20 7390
kape@vigoconsulting.com 0237
About Kape
Kape is a leading 'privacy-first' digital security software
provider to consumers. Through its range of privacy and security
products, Kape focuses on protecting consumers and their personal
data as they go about their daily digital lives.
Kape has c. 7.4 million paying subscribers, supported by a team
of over 1,400 people across ten locations worldwide. Kape has a
proven track record of revenue and EBITDA growth, underpinned by a
strong business model which leverages our digital marketing
expertise.
Through its subscription-based platform, Kape has fast
established a highly scalable SaaS-based operating model, geared
towards capitalising on the vast global consumer digital privacy
market.
www.kape.com
Important Notice
This announcement is not intended to, and does not, constitute
or form part of any offer, invitation or solicitation of any offer
to purchase, otherwise acquire, subscribe for, sell or otherwise
dispose of, any securities or the solicitation of any vote or
approval in any jurisdiction, whether pursuant to this announcement
or otherwise.
The release, distribution or publication of this announcement in
jurisdictions outside the United Kingdom may be restricted by laws
of the relevant jurisdictions and therefore persons into whose
possession this announcement comes should inform themselves about,
and observe, any such restrictions. Any failure to comply with the
restrictions may constitute a violation of the securities law of
any such jurisdiction.
Disclaimer
Shore Capital and Corporate Limited ("Shore Capital") which is
authorised and regulated in the United Kingdom by the Financial
Conduct Authority is acting as joint financial adviser and
nominated adviser to Kape and no one else in connection with the
matters described in this Announcement, and will not be responsible
to anyone other than Kape for providing the protections afforded to
clients of Shore Capital nor for providing advice in connection
with the Offer, or any other matters referred to in this
announcement. Neither Shore Capital nor any of its affiliates,
directors or employees owes or accepts any duty, liability or
responsibility whatsoever (whether direct or indirect,
consequential, whether in contract, in tort, in delict, under
statute or otherwise) to any person who is not a client of Shore
Capital in connection with this Announcement, any statement
contained herein, the Offer or otherwise. Shore Capital has given,
and not withdrawn, its consent to the inclusion in this
Announcement of the references to its name in the form and context
in which they appear.
Citigroup Global Markets Limited ("Citi"), which is authorised
by the Prudential Regulation Authority ("PRA") and regulated in the
UK by the Financial Conduct Authority ("FCA") and the PRA, is
acting as joint financial adviser for Kape and for no one else in
connection with the matters described in this Announcement and will
not be responsible to anyone other than Kape for providing the
protections afforded to clients of Citi nor for providing advice in
connection with the Offer, or any other matters referred to in this
announcement. Neither Citi nor any of its affiliates, directors or
employees owes or accepts any duty, liability or responsibility
whatsoever (whether direct or indirect, consequential, whether in
contract, in tort, in delict, under statute or otherwise) to any
person who is not a client of Citi in connection with this
Announcement, any statement contained herein, the Offer or
otherwise. Citi has given, and not withdrawn, its consent to the
inclusion in this Announcement of the references to its name in the
form and context in which they appear.
Rule 26.1 disclosure
A copy of this announcement will be available (subject to
certain restrictions relating to persons resident in restricted
jurisdictions) on Kape's website at www.kape.com/investors by no
later than 12 noon (London time) on 29 February 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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