Lavendon bidder Loxam receives no irrevocable undertaking to accept second increased recommended offer
29 DEC 2016
On 14 December 2016, the boards of directors of Lavendon and Loxam announced that they had reached agreement on the terms of a recommended all cash offer for the entire issued and to be issued share capital of Lavendon by Loxam, to be implemented by way of a takeover offer under the City Code and within the meaning of Part 28 of the Companies Act 2006 (the "Original Offer").
On 15 December 2016, Loxam published an offer document setting out the full terms and conditions of the Original Offer (the "Original Offer Document").
On 15 December 2016, TVH Group N.V. ("TVH") announced an increased cash offer (the "TVH Increased Offer") of 230 pence per share for the entire issued and to be issued share capital of Lavendon.
On 16 December 2016, the boards of directors of Lavendon and Loxam announced an increased recommended all cash offer of 250 pence per share for the entire issued and to be issued share capital of Lavendon by Loxam (the "Increased Recommended Offer").
On 23 December 2016, TVH announced a second increased cash offer (the "TVH Second Increased Offer") of 251 pence per share for the entire issued and to be issued share capital of Lavendon.
On 28 December 2016, the boards of directors of Lavendon and Loxam announced an increased recommended all cash offer of 260 pence per share for the entire issued and to be issued share capital of Lavendon by Loxam (the "Second Increased Recommended Offer").
Level of acceptances
As at 6.00 p.m. on 28 December 2016 (being the date on which Loxam announced the Second Increased Recommended Offer) valid acceptances had been received from Lavendon shareholders in respect of 1,800 Lavendon shares representing approximately 0.001 per cent of Lavendon's existing issued ordinary share capital.
Shares owned by Loxam and parties acting in concert with Loxam are not shares to which the Original Offer and Second Increased Recommended Offer relate, and consequently Loxam and parties acting in concert with Loxam have not accepted the Original Offer or the Second Increased Recommended Offer.
Loxam has received no irrevocable undertaking to accept the Second Increased Recommended Offer.
Save as disclosed in this announcement neither Loxam nor any party acting in concert with Loxam has acquired or agreed to acquire any Lavendon shares (or rights over such shares) since the commencement of the Original Offer Period.
How to accept the Second Increased Recommended Offer
A revised offer document (the "Revised Offer Document") containing the full terms of, and conditions to, the Second Increased Recommended Offer together with the associated revised form of acceptance (the "Revised Form of Acceptance") will be posted to Lavendon Shareholders within 28 days of the date of the announcement of the Second Increased Recommended Offer and be made available, subject to certain restrictions relating to persons resident in certain jurisdictions, on Loxam's website at www.loxamgroup.com in due course.
Lavendon Shareholders wishing to accept the Second Increased Recommended Offer in respect of certificated Lavendon Shares, should complete either: (i) the Form of Acceptance accompanying the Original Offer Document dated 15 December 2016; or (ii) the Revised Form of Acceptance which will accompany the Revised Offer Document to be posted in due course.
Lavendon Shareholders wishing to accept the Second Increased Recommended Offer in respect of uncertificated shares should do so electronically through CREST.
Lavendon Shareholders who have already accepted the Original Offer will receive the price per Lavendon Share payable under the Second Increased Recommended Offer if the offer becomes unconditional in all respects and so do not need to take any further action.
If you have any questions relating to this announcement, the Original Offer Document or the Revised Offer Document (when published), please contact the Receiving Agent, Equiniti Limited on 0333 207 6523 or +44 121 415 0906 if calling from outside the UK. The helpline is open between 8.30 a.m. and 5.30 p.m., Monday to Friday excluding public holidays in England and Wales.
General
The Original Offer Document will remain available, subject to certain restrictions relating to persons resident in certain jurisdictions, on Loxam's website at www.loxamgroup.com. The contents of Loxam's website are not incorporated into and do not form part of this announcement.
Capitalised terms used but not defined in this announcement shall have the meaning given to them in the Original Offer Document dated 15 December 2016.