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RNS Number : 6312I
BBA Aviation PLC
09 August 2019
9 August 2019
Publication of Circular and Notice of General Meeting
Further to the announcement made on 30 July 2019, BBA Aviation
plc ("BBA") has today published a circular (the "Circular") in
relation to the proposed sale of Ontic to CVC Fund VII (the
"Transaction").
The Transaction is conditional on, among other things, the
approval of BBA shareholders. Accordingly, the Circular contains a
notice convening a General Meeting of the Company which is to be
held at J.P. Morgan Cazenove, 60 Victoria Embankment, London EC4Y
OJP at 9.00 a.m. on 28 August 2019 at which an ordinary resolution
will be proposed for BBA shareholders to approve the Transaction
(the "Notice of General Meeting").
The Circular and the Notice of General Meeting have been
submitted to the Financial Conduct Authority's National Storage
Mechanism (the "NSM") and will be available for inspection on the
NSM's website at www.morningstar.co.uk/uk/nsm.
The Circular and the Notice of General Meeting will also be
available for viewing on BBA's website at www.bbaaviation.com.
In addition to the passing of the required resolution at the
General Meeting, completion of the Transaction is conditional on
antitrust approvals in the United States, Austria and Cyprus,
regulatory notifications to the Committee on Foreign Investment in
the U.S. and the U.S. Department of State's Defense Trade Controls,
and consents from BBA's pension scheme trustees and certain lenders
to the BBA Group. The Transaction is expected to complete during
the final quarter of 2019.
Terms used in this announcement shall have the same meaning as
those used in the Circular.
Enquiries:
BBA Aviation plc
Mark Johnstone, Group Chief Executive
David Crook, Group Finance Director
Kate Moy, Head of Investor Relations and Communications
+44 (0) 20 7514 3999
Lazard & Co. (Lead Financial Advisor)
Richard Shaw
Stephen Henry
+44 (0) 20 7187 2000
J.P. Morgan Cazenove (Financial Advisor and Joint Corporate
Broker)
Robert Constant
Michael Wentworth-Stanley
Richard Perelman
+44 (0) 20 7742 6000
Tulchan Communications (Public Relations Advisor)
David Allchurch
+44 (0) 20 7353 4200
Information on BBA Aviation plc
BBA Aviation plc is a market leading, global aviation support
and aftermarket services provider, primarily focused on servicing
the Business and General Aviation (B&GA) market. We support our
customers through three principal businesses: Signature Flight
Support, Ontic and Global Engine Services/Engine Repair and
Overhaul (ERO).
Signature, including Signature TECHNICAir(TM) and EPIC Fuels,
provides premium, full service flight and home base support
including refueling, ground handling and MRO services through the
world's largest fixed base operation (FBO) network for B&GA
users with around 200 locations covering key destinations in North
America, Europe, South America, Caribbean, Africa and Asia. EPIC
Fuels is a provider of aviation fuels, supplies and services
operating at more than 200 locations.
Ontic is a leading provider of high-quality equipment and
cost-effective solutions for the continuing support of maturing and
legacy aerospace platforms with locations in the USA, Europe and
Asia. ERO is a leading independent engine service provider to
global B&GA operators, the rotorcraft market and regional
airline fleets with locations in the USA, Europe, South America,
Asia and the Middle East.
On 1 March 2018 BBA Aviation announced that it was conducting a
strategic review of the ERO business and, at the end of May 2018,
management committed to a plan to sell substantially all of the
business and the relevant assets and liabilities were classified as
held for sale. The sale process is ongoing.
On 30 July 2019, BBA Aviation announced the proposed sale of
Ontic to CVC Fund VII, subject to shareholder and regulatory
approvals. Subject to approvals the sale is expected to close in Q4
2019.
For more information, please visit www.bbaaviation.com
Cautionary statement
This announcement is not intended to, and does not constitute,
or form part of, any offer to sell or an invitation to purchase or
subscribe for any securities or a solicitation of any vote or
approval in any jurisdiction. The information contained in this
announcement is not for release, publication or distribution to
persons in any jurisdiction where to do so might constitute a
violation of local securities laws or regulations.
Important Information relating to financial advisers
Lazard & Co., Limited ("Lazard & Co."), which is
authorised and regulated by the Financial Conduct Authority in the
United Kingdom, is acting as lead financial adviser to BBA Aviation
plc and for no one else in connection with the Transaction and will
not, apart from the responsibilities and liabilities, if any, which
may be imposed upon Lazard by FSMA or the regulatory regime
established thereunder, be responsible to anyone other than BBA
Aviation plc for providing the protections afforded to clients of
Lazard or for providing advice in relation to the Transaction, the
contents of this announcement or any transaction, arrangement or
other matter referred to in this announcement.
J.P. Morgan Securities plc (which conducts its U.K. investment
banking activities as J.P. Morgan Cazenove) ("J.P. Morgan
Cazenove"), which is authorised by the Prudential Regulation
Authority and regulated by the Financial Conduct Authority and the
Prudential Regulation Authority in the United Kingdom, is acting
exclusively as sponsor and financial adviser to BBA Aviation plc
and for no one else in connection with the Transaction and will not
be responsible to anyone other than BBA Aviation plc for providing
the protections afforded to clients of J.P. Morgan Cazenove or for
providing advice in relation to the Transaction, the contents of
this announcement or any transaction, arrangement or other matter
referred to in this announcement.
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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