Hong Kong Exchanges and Clearing Ld Statement regarding London Stock Exchange Group (0636P)
October 08 2019 - 2:00AM
UK Regulatory
TIDMLSE
RNS Number : 0636P
Hong Kong Exchanges and Clearing Ld
08 October 2019
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION 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 THAT
JURISDICTION
THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.8 OF THE CITY CODE
ON TAKEOVERS AND MERGERS (THE "CODE")
FOR IMMEDIATE RELEASE
8 October 2019
Statement regarding London Stock Exchange Group plc
Further to the announcements made by Hong Kong Exchanges and
Clearing Limited ("HKEX") and London Stock Exchange Group plc
("LSEG") in relation to HKEX's possible offer for the entire issued
and to be issued share capital of LSEG, HKEX confirms that it does
not intend to make an offer for LSEG and is consequently bound by
the restrictions under Rule 2.8 of the Code, save in the
circumstances set out below.
The Board of HKEX continues to believe that a combination of
LSEG and HKEX is strategically compelling and would create a
world-leading market infrastructure group. Despite engagement with
a broad set of regulators and extensive shareholder engagement, the
Board of HKEX is disappointed that it has been unable to engage
with the management of LSEG in realising this vision, and as a
consequence has decided it is not in the best interests of HKEX
shareholders to pursue this proposal.
Under Note 2 on Rule 2.8 of the Code, HKEX, and any person
acting in concert with HKEX, reserves the right to announce an
offer or possible offer or make or participate in an offer or
possible offer for LSEG or to take any other action which would
otherwise be restricted under Rule 2.8 of the Code within six
months following the date of this announcement in the following
circumstances: (a) with the agreement or consent of the board of
LSEG; (b) if any third party announces a firm intention to make an
offer for LSEG; (c) if LSEG announces a "whitewash" proposal (see
Note 1 of the Notes on Dispensations from Rule 9 of the Code) or a
reverse takeover (as defined in the Code); (d) if the UK Panel on
Takeovers and Mergers (the "Panel") determines that there has been
a material change of circumstances; or (e) otherwise with the
consent of the Panel.
HKEX, and any person acting in concert with HKEX, reserves the
right to acquire and/or offer to acquire LSEG shares or interests
in LSEG shares subject to and in accordance with Rule 2.8 of the
Code.
Enquiries:
HKEX (Media)
Tori Cowley +852 2840 3088
Jeffrey Ng +852 2840 2067
HKEX (Investors)
Johnson Choi +852 2211 6119
MOELIS & COMPANY +44 (0) 20 7634 3500
Caroline Silver
Liam Beere
Nabeel Vilcassim
Andrew Coates
HSBC +44 (0) 20 7991 8888
Anthony Parsons
Simon Alexander
Andrew Owens
Sam McLennan
UBS +44 (0) 20 7567 8000
David James
Jonathan Rowley
Rahul Luthra
HEADLAND CONSULTANCY +44 (0) 20 3805 4948
Susanna Voyle
Stephen Malthouse
Mike Smith
Publication on a website
In accordance with Rule 26.1 of the Code, a copy of this
announcement will be available at www.hkexgroup.com. The content of
the website referred to in this announcement is not incorporated
into and does not form part of this announcement.
About HKEX
Hong Kong Exchanges and Clearing Limited is one of the world's
major market infrastructure groups, and operates a range of equity,
commodity, fixed income and currency markets. HKEX is also one of
the world's leading IPO markets and as Hong Kong's only securities
and derivatives exchange and sole operator of its clearing houses,
it is uniquely placed to offer regional and international investors
access to Asia's most vibrant markets.
HKEX is also one of the global leaders in metals trading and
clearing, through its wholly owned subsidiaries, The London Metal
Exchange and LME Clear Limited. This commodity franchise was
further enhanced with the launch of Qianhai Mercantile Exchange, in
China, in 2018.
HKEX launched the pioneering Shanghai Connect programme in 2014,
further expanded with the launch of Shenzhen Connect in 2016, and
the launch of Bond Connect in 2017. HKEX employs circa 2,100 people
and has offices in Hong Kong, London, Shanghai, Beijing, Shenzhen
and Singapore.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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