Scheme becomes effective

Lok'nStore Group PLC

01 August 2024

 

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 OF THAT JURISDICTION

FOR IMMEDIATE RELEASE

1 August 2024

RECOMMENDED CASH ACQUISITION
OF
LOK'N STORE GROUP PLC ("LOK'NSTORE")
BY
shurgard self storage limited ("shurgard")

Scheme becomes effective

On 11 April 2024, the boards of Shurgard and Lok'nStore announced that they had reached agreement on the terms of a recommended cash offer pursuant to which Shurgard will acquire the entire issued and to be issued ordinary share capital of Lok'nStore (the "Acquisition"). The Acquisition is being implemented by means of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme").

Capitalised terms used but not defined in this Announcement have the meanings given to them in the scheme document published by Lok'nStore on 17 May 2024 containing the full terms and conditions of the Acquisition (the "Scheme Document").

Further to the announcement on 18 July 2024 that the Court had sanctioned the Scheme, the boards of Shurgard and Lok'nStore are pleased to announce that, following the delivery of a copy of the Court Order to the Registrar of Companies today, the Scheme has become Effective in accordance with its terms.

Scheme Shareholders on the register of members of Lok'nStore at 6.00 p.m. on 31 July 2024 will be entitled to receive 1,110 pence in cash for each Scheme Share held.

Settlement of the consideration to which any Scheme Shareholder is entitled will be effected by the despatch of cheques (or other such method approved by the Panel) (for Scheme Shareholders holding Scheme Shares in certificated form) or the crediting of CREST accounts (for Scheme Shareholders holding Scheme Shares in uncertificated form) no later than 14 days after the Effective Date as set out in the Scheme Document (being 15 August 2024).

In the case of Scheme Shares which have been issued or transferred pursuant to the exercise of options granted under the Lok'nStore Share Plans after the making of the Court Order on 18 July 2024 and prior to the Scheme Record Time, being 6.00 p.m. on 31 July 2024, settlement of the consideration to which any Lok'nStore Director or employee of the Lok'nStore Group is due in respect of those Scheme Shares will be effected through Lok'nStore payroll operated by the relevant employing entity of the Lok'nStore Group by 15 August 2024, subject to the deduction of any applicable exercise price, income tax and national insurance contributions.

Suspension and cancellation of admission to trading of Lok'nStore Shares

Trading in Lok'nStore Shares on AIM is expected to be suspended with effect from 7.30 a.m. today and the cancellation of admission to trading of Lok'nStore Shares on AIM is expected to take place at 7.00 a.m. tomorrow.

As a result of the Scheme becoming Effective, share certificates in respect of Lok'nStore Shares will cease to be valid documents of title and entitlements to Lok'nStore Shares held in uncertificated form in CREST are being cancelled.

Board changes

With effect from today, Andrew Jacobs, Neil Newman-Shepherd, Raymond Davies, Thomas Lampard, Jeffrey Woyda, Simon Thomas, Richard Holmes, Charles Peal and Bridget Barker have resigned from the board of Lok'nStore and Marc Oursin and Ammar Kharouf have been appointed to the board of Lok'nStore, as nominated by Shurgard.

Dealing disclosures

Lok'nStore is no longer in an "offer period" as defined in the Takeover Code and accordingly the dealing disclosure requirements previously notified to investors no longer apply.

General

All references to times in this announcement are to London times unless otherwise stated.

If any of the dates and/or times set out above change, the revised dates and/or times will be notified to Lok'nStore Shareholders by announcement through a Regulatory Information Service, with such announcement being made available on the websites of Lok'nStore and Shurgard at www.loknstore.co.uk/investors/recommended-cash-offer/ and https://www.shurgard.com/corporate/investors/acquisitions/loknstore/ respectively.

Enquiries:

Shurgard
Shurgard
Caroline Thirifay	[phone]
J.P. Morgan Cazenove (Sole Financial Adviser to Shurgard)	[phone]
Dwayne Lysaght Ashish Agrawal Jonty Edwards John Ulrich
Lok'nStore
Lok'nStore Andrew Jacobs Raymond Davies Neil Newman-Shepherd	[phone]
Goldman Sachs International (Lead Financial Adviser to Lok'nStore) Khamran Ali Chris Emmerson Arnout Harteveld Lorenzo Carlino	[phone]
Cavendish Capital Markets Limited (Sole Rule 3 Adviser, Financial Adviser, NOMAD and Joint Corporate Broker to Lok'nStore) Julian Blunt Henrik Persson Seamus Fricker Fergus Sullivan	[phone]
Peel Hunt LLP (Joint Corporate Broker to Lok'nStore) Capel Irwin Carl Gough Henry Nicholls	[phone]
Camarco (Financial PR to Lok'nStore) Billy Clegg Tom Huddart Letaba Rimell	+ 44 20 3757 4991

Allen Overy Shearman Sterling LLP is acting as legal adviser to Shurgard. Travers Smith LLP is acting as legal adviser to Lok'nStore.

Important notices relating to financial advisers

J.P. Morgan Securities PLC, which conducts its UK investment banking business as J.P. Morgan Cazenove ("J.P. Morgan Cazenove"), and which is authorised in the United Kingdom by the Prudential Regulation Authority (the "PRA") and regulated by the PRA and the Financial Conduct Authority (the "FCA"), is acting as financial adviser exclusively for Shurgard and no one else in connection with the Acquisition and will not regard any other person as its client in relation to the Acquisition and will not be responsible to anyone other than Shurgard for providing the protections afforded to clients of J.P. Morgan Cazenove or its affiliates, nor for providing advice in relation to the Acquisition or any other matter or arrangement referred to in this Announcement.

Goldman Sachs International ("Goldman Sachs"), which is authorised by the PRA and regulated by the FCA and the PRA in the United Kingdom, is acting exclusively for Lok'nStore and no one else in connection with the Acquisition and will not be responsible to anyone other than Lok'nStore for providing the protections afforded to clients of Goldman Sachs or for providing advice in connection with the matters referred to in this Announcement. No representation or warranty, express or implied, is made by Goldman Sachs as to the contents of this Announcement.

Cavendish Capital Markets Limited ("Cavendish"), which, in the United Kingdom, is authorised and regulated by the FCA, is acting exclusively for Lok'nStore and no one else in connection with the Acquisition and will not be responsible to anyone other than Lok'nStore for providing the protections afforded to clients of Cavendish nor for providing advice in relation to the Acquisition or any other matter or arrangement referred to in this Announcement.

Peel Hunt LLP ("Peel Hunt"), which, in the United Kingdom, is authorised and regulated by the FCA, is acting exclusively for Lok'nStore and no one else in connection with the Acquisition and neither Peel Hunt nor any of its affiliates will be responsible to anyone other than Lok'nStore (whether or not a recipient of this Announcement) for providing the protections afforded to clients of Peel Hunt nor for providing advice in relation to the Acquisition or any other matter or arrangement referred to in this Announcement.

General

If you are in any doubt about the contents of this Announcement or the action you should take, you are recommended to seek your own independent financial advice immediately from your stockbroker, bank manager, solicitor or independent financial adviser duly authorised under the Financial Services and Markets Act 2000 if you are resident in the UK or, if not, from another appropriate authorised independent financial adviser.

 

END