Buy-back of shares from Antler EquityCo S.à r.l.

Baltic Classifieds Group PLC

18 January 2024

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, INTO OR IN THE UNITED STATES, CANADA, AUSTRALIA, SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE LAW. THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM AN OFFER OR THE SOLICITATION OF AN OFFER TO BUY IN ANY JURISDICTION, NOR SHALL THERE BE ANY SALE, OF THE SECURITIES REFERRED TO HEREIN IN THE UNITED STATES, CANADA, AUSTRALIA, SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION IN WHICH SALES WOULD BE PROHIBITED BY APPLICABLE LAW.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.

18 January 2024

Baltic Classifieds Group PLC

(the "Company")

Buy-back of 1.5 million shares in the Company from Antler EquityCo S.à r.l. and sale of 23.5 million shares in the Company by Antler EquityCo S.à r.l. through a secondary placing

Antler EquityCo S.à r.l. ("Antler"), which is controlled by funds advised by Apax Partners LLP ("Apax"), has today announced that it has sold 23.5 million ordinary shares in the capital of the Company, representing approximately 4.8% of the Company's issued ordinary share capital, at a price of 206 pence per share (the "Placing Price") (the "Placing") raising gross sale proceeds of approximately £48.4 million.

In addition, concurrently with the Placing, the Company has purchased 1.5 million of its ordinary shares for cancellation from Antler (the "Off-Market Purchase") at the Placing Price for a total aggregate amount of approximately £3.1 million, pursuant to a contract (the "Buyback Contract") between Antler and the Company, which was approved by the shareholders of the Company at its Annual General Meeting on 27 September 2023.

Following settlement of the Placing and the Off-Market Purchase, which is expected to take place on 22 January 2024, Antler will continue to hold approximately 31% of the Company's ordinary shares.

Antler is a related party of the Company for the purposes of the Listing Rules by virtue of its approximately 36% shareholding in the Company. The Off-Market Purchase by the Company from Antler constitutes a smaller related party transaction falling within LR 11.1.10R(1) and this announcement is therefore made in accordance with LR11.1.10R(2)(c).

Enquiries

Baltic Classifieds Group PLC

Company Secretary: E-mail: [e-mail]

 The person responsible for the release of this announcement on behalf of the Company is Egle Sadauskiene (Company Secretary).

Baltic Classifieds Group PLC LEI: 213800I1RPHCFSSQS969

 

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