Songbird Estates PLC Response to Formal Offer Document (9609A)

TIDMSBD

RNS Number : 9609A

Songbird Estates PLC

30 December 2014

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 OF SUCH JURISDICTION

30 December 2014

Songbird Estates plc (the "Company" or "Songbird")

Ordinary Shares of 10 pence each ("Ordinary Shares")

ISIN code GB00B4MTF637

For immediate release

RESPONSE TO FORMAL OFFER DOCUMENT

The board of Songbird (the "Board") notes the announcement by Qatar Investment Authority ("QIA") and Brookfield Property Partners L.P. ("Brookfield") made today that they have posted their offer document containing the full terms and conditions of their final offer to acquire the entire issued and to be issued share capital of the Company at a price of 350 pence per share (the "Offer").

As noted in the Board's announcement of 5 December 2014, the Board believes that the Offer from QIA and Brookfield does not reflect the full value of the Company, its unique operating platform and future growth potential.

Shareholders are advised to take no action regarding the Offer until they have received, and had an opportunity to consider, a circular that will be sent to them by the Company, setting out the Board's detailed response to the Offer (the "Response Circular"). The Response Circular will be sent to shareholders within the next 14 days in accordance with the City Code on Takeovers and Mergers.

David Pritchard, Independent Chairman of Songbird, said:

"Canary Wharf Group has put in place an unparalleled platform for continued long-term value creation at the unique Canary Wharf estate and elsewhere in London. With the commencement of four separate development projects delivering 22 buildings over the next 5 years, an overall development pipeline of more than 11m sq ft and a world class management team, we believe that Songbird and Canary Wharf Group have an exciting future. The Board of Songbird remains of the view that the Offer from QIA and Brookfield does not reflect the full value of the Company, its unique operating platform and future growth potential."

A copy of this announcement will be available at www.songbirdestates.com.

Enquiries:

 
 Songbird                                   +44 (0) 20 7477 1000 
 David Pritchard 
 John Garwood 
 
 Rothschild                                 +44 (0) 20 7280 5000 
 Alex Midgen 
 Robert Waddingham 
 Peter Everest 
 
 Morgan Stanley                             +44 (0) 20 7425 8000 
 Guy Metcalfe 
 Nick White 
 Ian Hart 
 
 J.P. Morgan Cazenove (Nominated Adviser 
  to Songbird)                              +44 (0) 20 7742 4000 
 Bronson Albery 
 Mark Breuer 
 John Mayne 
 
 Brunswick Group                            +44 (0) 20 7404 5959 
 Simon Sporborg 
 Rosheeka Field

Forward-looking statements

This announcement contains statements that are or may be forward looking with respect to the financial condition, valuation, results of operations and businesses of Songbird, Canary Wharf Group and their groups (together the "Songbird Group"). Without limitation, any statements preceded or followed by or that include the words "believes", "estimates", "forecasts", "plans", "prepares", "targets", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, words of similar substance or the negative thereof, are forward-looking statements. These forward-looking statements are not guarantees of future performance and have not been reviewed by the auditors of Songbird or the Songbird Group. These forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, valuation, performance or achievements of Songbird and the Songbird Group, or the industry in which it operates, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.

Disclaimer

N M Rothschild & Sons Limited ("Rothschild"), which is authorised by the Prudential Regulation Authority and regulated in the United Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority, is acting exclusively for Songbird and no one else in connection with the matters described in this announcement and will not be responsible to anyone other than Songbird for providing the protections offered to clients of Rothschild nor for providing advice in relation to the subject matter of this announcement or any other matters referred to in this announcement.

Morgan Stanley & Co. International plc is acting as financial adviser to Songbird and no one else in connection with the matters described in this announcement. In connection with such matters, Morgan Stanley & Co. International plc, its affiliates and their respective directors, officers, employees and agents will not regard any other person as their client, nor will they be responsible to any other person for providing the protections afforded to their clients or for providing advice in relation to any possible transaction, the contents of this announcement or any other matter referred to herein.

J.P. Morgan Limited (which conducts its U.K. investment banking business as J.P. Morgan Cazenove and which is authorised and regulated by the Financial Conduct Authority in the United Kingdom), is acting exclusively for Songbird in connection with the possible offer and for no one else, and is not, and will not be, responsible to anyone other than Songbird for providing the protections afforded to clients of J.P. Morgan Limited or its affiliates, or for providing advice in relation to the possible offer or any other matters referred to in this announcement.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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