Results of Secondary Placing in ITV PLC
Summary by AI BETAClose X
Not for release, publication or distribution, in whole or in part, directly or indirectly, in or into the United States, Canada, Australia or Japan or any other jurisdiction in which the release, publication or distribution would be unlawful. Further, this announcement is for information purposes only and is not an offer of securities in any jurisdiction.
This announcement contains inside information.
22 October 2025
RESULTS OF SECONDARY PLACING OF ORDINARY SHARES IN ITV PLC (THE "COMPANY")
Liberty Global Ltd. announces that its wholly owned subsidiary, Liberty Global Ventures Limited (the "Seller"), has completed the block trade sale of 193,365,540 ordinary shares in the Company (the "Block Trade Shares") to institutional investors by way of an accelerated bookbuild process (the "Placing"). The Block Trade Shares represent approximately 5 per cent of the issued share capital of the Company.
Following settlement of the Placing, the Seller's shareholding in the Company will be reduced from approximately 10 per cent to approximately 5 per cent. The Seller has undertaken to the Banks (as defined below) not to sell further shares in the Company for the period of 60 calendar days following the completion of the Placing, subject to certain customary exceptions.
Gross proceeds from the Placing amount to approximately £135 million.
BNP PARIBAS and Deutsche Bank AG, London Branch ("Deutsche Numis", together with BNP PARIBAS, the "Banks") acted as joint global co-ordinators and bookrunners on the Placing.
Enquiries:
BNP PARIBAS, Joint Global Co-ordinator and Bookrunner
Tom Snowball, Antoine Bovyn, Lauren Davies +44 (0) 20 7595 9444
Deutsche Numis, Joint Global Co-ordinator and Bookrunner
Mathew Mathew, Stephane Gruffat, Jamie Loughborough, William Baunton
+44 (0) 20 754 58000
Important Notices
The Placing and the distribution of this announcement and other information in connection therewith or herewith in certain jurisdictions may be restricted by law, and persons into whose possession this announcement, any document or other information referred to herein comes should inform themselves about, and observe, any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
In particular, this announcement does not contain or constitute an offer of, or the solicitation of an offer to buy or subscribe for, Block Trade Shares to any person in the United States, Canada, Australia or Japan, or in any jurisdiction in which such offer or solicitation is unlawful. The Block Trade Shares have not been and will not be registered under the U.S. Securities Act 1933, as amended (the "U.S. Securities Act") and may not be offered or sold in the United States except pursuant to an exemption from, or a transaction not subject to, the registration requirements of the U.S. Securities Act and in compliance with applicable United States state law. There will be no public offer of the Block Trade Shares in the United States or in any other jurisdiction.
This communication is not an offer to sell or a solicitation of offers to purchase or subscribe for shares or a solicitation of any vote or approval. This announcement does not comprise a prospectus for the purposes of the Prospectus Regulations (as defined further below) and /or Part VI of the Financial Services and Markets Act 2000 of the United Kingdom ("U.K.") or otherwise under any other applicable laws. Copies of this document may not be sent to, distributed in or sent from jurisdictions in which this is barred or prohibited by law. The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, in any jurisdiction in which such offer or solicitation would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any jurisdiction and there shall be no sale of securities in any such jurisdiction.
This announcement is only addressed to and directed at specific addressees who: (A) if in member states of the European Economic Area (the "EEA") are people who are "qualified investors" within the meaning of Article 2(e) of Regulation (EU) 2017/1129 (as amended) (the "Prospectus Regulation") ("Qualified Investors"); and (B) if in the U.K., are "qualified investors" within the meaning of Article 2(e) of the U.K. version of the Prospectus Regulation as it forms part of domestic law in the U.K. by virtue of the European Union (Withdrawal) Act 2018 (the "UK Prospectus Regulation") who are: (i) persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order; or (C) other persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000 (as amended)) in connection with the sale of any securities of the Company or any member of its group may otherwise lawfully be communicated or caused to be communicated (all such persons referred to in (B) and (C) being "Relevant Persons"). This announcement must not be acted on or relied on (i) in the U.K., by persons who are not Relevant Persons and (ii) in any member state of the EEA, by persons who are not Qualified Investors. Any investment activity to which this announcement relates (i) in the U.K. is available only to, and may be engaged in only with, Relevant Persons; and (ii) in any member state of the EEA is available only to, and may be engaged only with, Qualified Investors.
This announcement has been issued by and is the sole responsibility of Liberty Global Ltd. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by the Banks or by any of their respective affiliates or agents as to, or in relation to, the accuracy or completeness of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly disclaimed.
The distribution of this announcement and the offering, placing and/or issue of the Block Trade Shares in certain jurisdictions may be restricted by law. No action has been taken by the Company, the Banks or the Banks' respective affiliates, agents, directors, officers or employees that would permit an offer of the Block Trade Shares or possession or distribution of this announcement or any other offering or publicity material relating to such Block Trade Shares in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required by the Company and the Banks to inform themselves about and to observe any such restrictions.
BNP PARIBAS is authorised and regulated by the Autorité de Contrôle Prudentiel et de Résolution. BNP PARIBAS is authorised by the Prudential Regulation Authority and is subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority. Deutsche Bank AG is a stock corporation (Aktiengesellschaft) incorporated under the laws of the Federal Republic of Germany with its principal office in Frankfurt am Main. It is registered with the local district court (Amtsgericht) in Frankfurt am Main under No HRB 30000 and licensed to carry on banking business and to provide financial services. The London branch of Deutsche Bank AG is registered as a branch office in the register of companies for England and Wales at Companies House (branch registration number BR000005) with its registered branch office address and principal place of business at 21, Moorfields, London EC2Y 9DB. Deutsche Bank AG is subject to supervision by the European Central Bank (ECB), Sonnemannstrasse 22, 60314 Frankfurt am Main, Germany, and the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht or BaFin), Graurheindorfer Strasse 108, 53117 Bonn and Marie-Curie-Strasse 24-28, 60439 Frankfurt am Main, Germany. With respect to activities undertaken in the United Kingdom, Deutsche Bank AG is authorised by the Prudential Regulation Authority. It is subject to regulation by the Financial Conduct Authority and limited regulation by the Prudential Regulation Authority. Details about the extent of Deutsche Bank AG's authorisation and regulation by the Prudential Regulation Authority are available from Deutsche Bank AG on request. The Banks are acting exclusively for the Seller and no one else in connection with the Placing, the content of this announcement and other matters described in this announcement. The Banks will not regard any other person as their client in relation to the Placing, the content of this announcement and other matters described in this announcement and will not be responsible to anyone (including any placees) other than the Seller for providing the protections afforded to their client or for providing advice to any other person in relation to the Placing, the content of this announcement or any other matters referred to in this announcement.
In connection with the Placing, the Banks and any of their respective affiliates, acting as investors for their own account, may take up a portion of the shares in the Placing as a principal position and in that capacity may retain, purchase, sell, offer to sell for their own accounts such shares and other securities of the Company or related investments in connection with the Placing or otherwise. Accordingly, references to the Block Trade Shares being offered, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or acquisition, placing or dealing by, the Banks and their respective affiliates acting in such capacity. In addition, the Banks and their respective affiliates may enter into financing arrangements (including swaps, warrants or contracts for differences) with investors in connection with which the Banks and their respective affiliates may from time to time acquire, hold or dispose of shares. The Banks do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.
The Banks and their respective affiliates may have engaged in transactions with, and provided various commercial banking, investment banking, financial advisory transactions and services in the ordinary course of their business with the Company and/or its affiliates for which they would have received customary fees and commissions. The Banks and their respective affiliates may provide such services to the Company and/or its affiliates in the future.
Neither the content of the Company's website (or any other website) nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into or forms part of this announcement. The Block Trade Shares to be sold pursuant to the Placing will not be admitted to trading on any stock exchange other than the London Stock Exchange.
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