Harwood Capital LLP Statement regarding GYG plc (6376Q)
29 Octubre 2021 - 1:00AM
UK Regulatory
TIDMGYG
RNS Number : 6376Q
Harwood Capital LLP
29 October 2021
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 THE PURPOSES
OF THE MARKET ABUSE REGULATION (EU) NO . 596/2014 AS IT FORMS PART
OF UNITED KINGDOM DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018 . UPON THE PUBLICATION OF THIS ANNOUNCEMENT,
THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC
DOMAIN .
For immediate release
29 October 2021
Harwood Capital LLP
("Harwood Capital" or "Harwood")
Statement regarding GYG plc
Further to Harwood Capital's announcement of 9 April 2021 with
respect to a possible offer for the entire issued and to be issued
ordinary share capital of GYG plc ("GYG") (the "Possible Offer")
and GYG's subsequent announcements, Harwood is disappointed to
announce that it is no longer considering making an offer for GYG
and, accordingly, has ended talks with the board of directors of
GYG with regard to the Possible Offer, but Harwood wishes to take
this opportunity to stress that it remains a supportive shareholder
of the Company and its executive management.
Consequently, except with the consent of the Panel on Takeovers
and Mergers (the "Panel"), Harwood, and any person acting in
concert with Harwood, is bound by the restrictions under Rule 2.8
of the Code save in the circumstances set out below.
Pursuant to Note 2 on Rule 2.8 of the Code, Harwood, and any
person acting in concert with Harwood, reserves the right to
announce an offer or make or participate in an offer or possible
offer for GYG or to take any other action which would otherwise be
restricted under Rule 2.8 of the Code within six months from the
date of this announcement in the following circumstances:
(i) with the agreement of the board of directors of GYG;
(ii) if any third party announces a firm intention to make an offer for GYG;
(iii) if GYG 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); or
(iv) if there has been a material change of circumstances (as
determined by the Panel).
Harwood, and any person acting in concert with Harwood, reserves
the right to acquire and/or offer to acquire GYG shares or
interests in GYG shares subject to and in accordance with Rule 2.8
of the Code.
Client funds managed and/or advised by Harwood Capital or
members of its group currently hold, in aggregate, 9,610,000
ordinary shares representing approximately 20.62 per cent. of GYG's
existing issued ordinary share capital (excluding treasury
shares).
Enquiries :
Harwood Capital LLP Tel: +44 (0)207 640
Christopher Mills, Chief Investment Officer 3200
Tim Sturm, Partner
Harry Mills, Partner
Strand Hanson Limited Tel: +44 (0)207 409
(Financial Adviser to Harwood Capital LLP) 3494
Stuart Faulkner / Matthew Chandler
James Dance / Rob Patrick
Important notices
Strand Hanson Limited ("Strand Hanson"), which is authorised and
regulated in the United Kingdom by the Financial Conduct Authority,
is acting exclusively as financial adviser to Harwood Capital and
no one else in connection with the matters set out in this
announcement and will not be responsible to anyone other than
Harwood Capital for providing the protections afforded to clients
of Strand Hanson or for providing advice in connection with the
content of this announcement or any other matter referred to
herein. Neither Strand Hanson nor any of its subsidiaries, branches
or affiliates owes or accepts any duty, liability or responsibility
whatsoever (whether direct or indirect, whether in contract, in
tort, under statute or otherwise) to anyone who is not a client of
Strand Hanson in connection with this announcement, any statement
contained herein or otherwise.
This announcement is not intended to, and does not, constitute
or form part of any offer, invitation or the solicitation of any
offer to purchase or subscribe for any securities, or an offer to
sell any securities or the solicitation of any vote, nor shall
there be any offer to purchase or sell securities in any
jurisdiction in which such offer, solicitation or sale would be
unlawful.
The release, distribution or publication of this announcement in
jurisdictions other than the UK may be restricted by law and
therefore any persons into whose possession this announcement comes
who are subject to the laws of any jurisdiction other than the UK
should inform themselves about, and observe, any applicable
restrictions. Any failure to comply with the restrictions may
constitute a violation of the securities law of any such
jurisdictions.
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END
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