TIDMFCCN
RNS Number : 7683M
French Connection Group PLC
23 September 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 OF A POSSIBLE OFFER FALLING UNDER RULE
2.4 OF THE CITY CODE ON TAKEOVERS AND MERGERS. IT DOES NOT
CONSTITUTE AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER
UNDER RULE 2.7 OF THE CODE. ACCORDINGLY, THERE CAN BE NO CERTAINTY
THAT AN OFFER WILL BE MADE.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF REGULATION (EU) NO 596/2014 AS IT FORMS PART OF
RETAINED EU LAW (AS DEFINED IN THE EUROPEAN UNION (WITHDRAWAL) ACT
2018) ("MAR"). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THE
INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN FOR
THE PURPOSES OF MAR.
French Connection Group PLC
(the "Company")
Statement Regarding Share Price Movement
As announced on 2 March 2021, the Company is conducting a formal
sale process. The Board of French Connection Group PLC notes the
recent share price movement and confirms that it has received an
approach from a consortium of bidders including the Company's
second largest shareholder Apinder Singh Ghura, Amarjit Singh
Grewal and KJR Brothers Limited (the "Consortium") as a potential
offeror for French Connection Group Plc, which may or may not
result in an offer for the Company. The indicated offer price is 30
pence per share in cash.
Discussions with the Consortium remain ongoing. Accordingly,
there can be no certainty that an offer will be made, nor as to the
terms on which any offer might be made (although any offer is
likely to be in cash). Further announcements will be made as
appropriate in due course.
This announcement has been made without the consent of the
Consortium.
Enquiries:
French Connection Group plc
Neil Williams, Chief Operating Officer +44 (0) 20 7036 7206
WH Ireland (Sole Broker & Financial Adviser)
Adam Pollock (Corporate Broking)
Adrian Hadden / Ben Good (Corporate Finance) +44 (0) 20 7220 1666
Paternoster Communications
Tom Buchanan +44 (0) 20 3012 0241
Further information
WH Ireland Limited, which is authorised and regulated by the
Financial Conduct Authority in the United Kingdom, is acting
exclusively for the Company and for no one else in connection with
the subject matter of this announcement and will not be responsible
to anyone other than the Company for providing the protections
afforded to its clients or for providing advice in connection with
the subject matter of this announcement.
This announcement is not intended to, and does not, constitute
or form part of any offer, invitation or the solicitation of any
offer to buy, sell, subscribe for any securities or the
solicitation of any vote in any jurisdiction.
The 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 the restrictions may constitute a violation of the
securities law of any such jurisdiction.
Disclosure requirements of the Takeover Code
Under Rule 8.3(a) of the Code, any person who is interested in
1% or more of any class of relevant securities of an offeree
company or of any securities exchange offeror (being any offeror
other than an offeror in respect of which it has been announced
that its offer is, or is likely to be, solely in cash) must make an
Opening Position Disclosure following the commencement of the offer
period and, if later, following the announcement in which any
securities exchange offeror is first identified. An Opening
Position Disclosure must contain details of the person's interests
and short positions in, and rights to subscribe for, any relevant
securities of each of (i) the offeree company and (ii) any
securities exchange offeror(s). An Opening Position Disclosure by a
person to whom Rule 8.3(a) applies must be made by no later than
3.30 pm (London time) on the 10th business day following the
commencement of the offer period and, if appropriate, by no later
than 3.30 pm (London time) on the 10th business day following the
announcement in which any securities exchange offeror is first
identified. Relevant persons who deal in the relevant securities of
the offeree company or of a securities exchange offeror prior to
the deadline for making an Opening Position Disclosure must instead
make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes,
interested in 1% or more of any class of relevant securities of the
offeree company or of any securities exchange offeror must make a
Dealing Disclosure if the person deals in any relevant securities
of the offeree company or of any securities exchange offeror. A
Dealing Disclosure must contain details of the dealing concerned
and of the person's interests and short positions in, and rights to
subscribe for, any relevant securities of each of (i) the offeree
company and (ii) any securities exchange offeror(s), save to the
extent that these details have previously been disclosed under Rule
8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies
must be made by no later than 3.30 pm (London time) on the business
day following the date of the relevant dealing.
If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire or control an
interest in relevant securities of an offeree company or a
securities exchange offeror, they will be deemed to be a single
person for the purpose of Rule 8.3.
Opening Position Disclosures must also be made by the offeree
company and by any offeror and Dealing Disclosures must also be
made by the offeree company, by any offeror and by any persons
acting in concert with any of them (see Rules 8.1, 8.2 and
8.4).
Details of the offeree and offeror companies in respect of whose
relevant securities Opening Position Disclosures and Dealing
Disclosures must be made can be found in the Disclosure Table on
the Takeover Panel's website at www.thetakeoverpanel.org.uk,
including details of the number of relevant securities in issue,
when the offer period commenced and when any offeror was first
identified. You should contact the Panel's Market Surveillance Unit
on +44 (0)20 7638 0129 if you are in any doubt as to whether you
are required to make an Opening Position Disclosure or a Dealing
Disclosure.
Website publication
In accordance with Rule 26.1 of the Code, a copy of this
announcement will be published on the Company's website at
www.frenchconnection.com promptly and by no later than 12 noon
(London time) on the business day following this announcement. The
content of this website is not incorporated in, and does not form
part of, this announcement.
Rule 2.9 disclosure
In accordance with Rule 2.9 of the Code, the Company confirms
that, as at the date of this announcement, its issued and fully
paid share capital consists of 96,612,934 ordinary shares with a
nominal value of 1 pence each. The International Securities
Identification Number (ISIN) for the ordinary shares is
GB0033764746.
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END
SPMFZGZLLFGGMZG
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September 23, 2021 05:31 ET (09:31 GMT)
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