NOT
FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART,
DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO
DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF SUCH JURISDICTION.
THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.8 OF THE CITY
CODE ON TAKEOVERS AND MERGERS (THE "CODE").
THIS ANNOUNCEMENT CONTAINS INSIDE
INFORMATION.
FOR
IMMEDIATE RELEASE.
19 February
2024
No intention to make an offer
for SmartSpace
Further to the announcement by
Skedda Holdings, Inc ("Skedda") on 12 December 2023 that it
had made an approach to the board of SmartSpace Software plc
("SmartSpace"), Skedda
announces that it does not intend to make an offer for SmartSpace
under Rule 2.7 of the Code.
This is a statement to which Rule
2.8 of the Code applies. As a result of this announcement, Skedda
will, together with any party acting in concert with it, be bound
by the restrictions contained in Rule 2.8 of the Code.
For the purpose of Rule 2.8 of the
Code, Skedda, and any person(s) acting in concert with it, reserves
the right to make or participate in an offer for SmartSpace (and/or
take any other action which would otherwise be restricted under
Rule 2.8 of the Code) within six months of the date of this
announcement:
a) with the
agreement of the board of directors of SmartSpace;
b) if SmartSpace
announces a Rule 9 waiver proposal (as described in Note 1 on
Dispensations from Rule 9 of the Code) or a reverse takeover (as
defined in the Code);
c) if there has
been a material change of circumstances (as determined by the Panel
on Takeovers and Mergers (the "Panel")); or
d) in such other
circumstances as the Panel may permit.
Enquiries:
Skedda Holdings,
Inc. Mark Gentry
|
C/O
Cavendish Capital Markets
|
Cavendish Capital Markets
Limited (Financial Adviser to Skedda)
Marc Milmo / Henrik Persson / George
Lawson
|
Tel: +44
(0)20 7220 0500
|
Important
information
Cavendish Capital Markets Limited
("Cavendish"), which is
authorised and regulated in the United Kingdom by the Financial
Conduct Authority, is acting as financial adviser exclusively for
Skedda and no one else in connection with the matters set out in
this announcement and will not regard any other person as its
client in relation to the matters in this announcement and will not
be responsible to anyone other than Skedda for providing the
protections afforded to clients of Cavendish nor for providing
advice in relation to any matter referred to herein.
This announcement is not intended
to, and does not constitute, an offer to sell or the solicitation
of an offer to subscribe for or buy, or an invitation to subscribe
for or to purchase any securities, or the solicitation of any vote,
in any jurisdiction. This is an
announcement under Rule 2.8 of the Code and does not constitute an
announcement of a firm intention to make an offer under Rule 2.7 of
the Code.
The release, publication or
distribution of this announcement in jurisdictions outside the
United Kingdom may be restricted by law and therefore persons into
whose possession this announcement comes should inform themselves
about, and observe such restrictions. Any failure to comply with
such restrictions may constitute a violation of the securities law
of any such jurisdiction.