Statement of intention not to make an offer

TowerBrook Capital Partners (U.K.)

10 January 2025

 

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 IMMEDIATE RELEASE                                                                              10 January 2025

Statement of intention not to make an offer for Team Internet Group plc

On 7 January 2025, Team Internet Group plc ("Team Internet") announced it was in receipt of an approach from TowerBrook Capital Partners (U.K.) LLP ("TowerBrook") regarding a possible offer to acquire the entire issued and to be issued share capital of Team Internet.

TowerBrook today confirms that it does not intend to make an offer for Team Internet. Accordingly, except with the consent of the Panel on Takeovers and Mergers (the "Takeover Panel"), TowerBrook, and any person acting in concert with TowerBrook, is bound by the restrictions under Rule 2.8 of the Code.

Under Note 2 on Rule 2.8 of the Code, TowerBrook, and any person acting in concert with TowerBrook, reserves the right to set aside the restrictions in Rule 2.8 of the Code in the following circumstances:

i)    with the agreement or recommendation of the board of Team Internet;

ii)    following the announcement of a firm intention to make an offer for Team Internet, by or on behalf of a third party;

iii)   following the announcement by Team Internet of a Rule 9 waiver proposal (as described in Note 1 of the Notes on Dispensations from Rule 9) or a reverse takeover (as defined in the Code); and/or

iv)   if there has been a material change of circumstances (as determined by the Takeover Panel).

Enquiries:                                                                               

Brunswick Group	[e-mail]
Max McGahan / Sam Durant

Important notices

This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities or the solicitation of any vote, in any jurisdiction whether pursuant to this announcement or otherwise.

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.

 

END