Mondi
plc
Incorporated
in England and Wales
Registered
number: 6209386
LEI:
213800LOZA69QFDC9N34
LSE share
code: MNDI ISIN:
GB00BMWC6P49
JSE share
code: MNP
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 "TAKEOVER CODE")
THIS
ANNOUNCEMENT CONTAINS INSIDE INFORMATION
FOR
IMMEDIATE RELEASE
19 April 2024
Mondi
plc
Statement
regarding intention not to make an offer for DS Smith
Plc
Mondi plc
("Mondi") notes the terms of the recommended all-share combination
of International Paper Company with DS Smith Plc ("DS Smith")
announced on 16 April
2024.
Following
a period of due diligence, and after carefully considering the
value the combination with DS Smith would deliver to Mondi's
shareholders, the Mondi Board has decided that the transaction
would not be in the best interests of its shareholders.
Accordingly, Mondi does not intend to make an offer for DS
Smith.
Mondi's
Board remains confident that its compelling portfolio of
sustainable packaging and paper products, scale and cost advantaged
quality asset base, along with its pipeline of organic investments,
ensure it is well positioned to deliver long-term structural growth
in the markets in which it operates, delivering strong cash
generation, attractive returns and sustainable value accretive
growth for shareholders.
Takeover
Code
This is a
statement to which Rule 2.8 of the Takeover Code
applies.
Under Note
2 on Rule 2.8 of the Takeover Code, Mondi reserves the right to set
the restrictions in Rule 2.8 of the Takeover Code aside in the
following circumstances:
a. in
the event the offer by International Paper Company is withdrawn or
lapses, with the agreement of the Board of DS Smith;
b. if
a third party announces a firm intention to make an offer for DS
Smith;
c. if
DS Smith announces a Rule 9 waiver (see Note 1 of the Notes on
Dispensations from Rule
9 of the
Takeover Code) or a reverse takeover (as defined in the Takeover
Code); or
d. if
there has been a material change of circumstances (as determined by
the Takeover Panel).
The person
responsible for making this announcement on behalf of Mondi is
Jenny Hampshire, Company
Secretary.
Enquiries
Mondi
plc
Investors/analysts:
Fiona Lawrence +44
(0)7425 878 683
Mondi
Group Head of Investor Relations
Media:
Kerry Cooper +44
(0)7881 455 806
Mondi
Group Communication Director
FTI Consulting
Richard Mountain +44
(0)790 968 4466
Rule
26.1 disclosure
In
accordance with Rule 26.1 of the Code, a copy of this announcement
will be available (subject to certain restrictions relating to
persons resident in restricted jurisdictions) at www.mondigroup.com
by no later than 12 noon (London
time) on 22 April
2024.
The
content of the website referred to in this announcement is not
incorporated into and does not form part of this
announcement.
This
announcement has been prepared for the purposes of complying with
English law and the Takeover Code and the information disclosed may
not be the same as that which would have been disclosed if this
announcement had been prepared in accordance with the laws and
regulations of jurisdictions outside England and Wales.
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.
Sponsor
in South Africa: Merrill Lynch
South Africa (Pty) Ltd t/a BofA Securities.