Extension to deadline under rule 2.6(C)
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.
THIS IS AN ANNOUNCEMENT OF A POSSIBLE OFFER UNDER RULE 2.4 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE") AND IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE AND THERE CAN BE NO CERTAINTY THAT AN OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY OFFER WILL BE MADE.
FOR IMMEDIATE RELEASE
17 June 2022
Playtech plc
("Playtech" or "the Company")
EXTENSION TO DEADLINE UNDER RULE 2.6(C) OF THE CODE
On 20 May 2022, the Independent Committee of the Board of Playtech (the "Independent Committee") announced that the restrictions under Rule 2.8 of the Code in respect of an investor group to be formed and advised by TTB Partners Limited ("TTB") had expired. In accordance with Rule 2.6 of the Code, TTB was required by 5.00pm (London time) on 17 June 2022 to announce (i) its firm intention to make an offer for the Company in accordance with Rule 2.7, or (ii) that it does not intend to make an offer for the Company, in which case the announcement will be treated as a statement to which Rule 2.8 applies.
Discussions between the Company and TTB are ongoing and progress continues to be made. At present, the Independent Committee believes allowing additional time for discussions to further develop is in the best interests of the Company's shareholders and other stakeholders. Accordingly, the Independent Committee requested that the Panel on Takeovers and Mergers (the "Panel") extend the deadline by which TTB must clarify its intentions. The Panel has granted this extension.
In accordance with Rule 2.6 of the Code, TTB is now required, by 5.00pm on 15 July 2022, either to announce (i) its firm intention to make an offer for the Company in accordance with Rule 2.7 of the Code or (ii) to announce that it does not intend to make an offer for the Company, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline may only be further extended with the consent of the Panel.
This announcement has been made without the prior consent of TTB. This is not an announcement of a firm intention to make an offer, and there can be no certainty that an offer will be made, nor as to the terms on which any offer will be made.
A further announcement will be made as and when appropriate.
The person responsible for making this announcement is Chris McGinnis, Director of Investor Relations & Strategic Analysis.
Enquiries:
Playtech
Chris McGinnis , Director of Investor Relations & Strategic Analysis
+44 (0)16 2464 5954
Wells Fargo Securities (Lead Financial Adviser and Rule 3 Adviser to Playtech)
Brian Maier, Vice Chairman
Sam Small
Chris Tucker
+44 (0)20 3942 9625
Goodbody (Financial Adviser and Joint Broker to Playtech)
Piers Coombs
Charlotte Craigie
Stephen Kane
+353 1 667 0400
Jefferies International Limited (Financial Adviser and Joint Broker to Playtech)
Tim Lloyd Hughes
Max Jones
Philip Noblet
James Thomlinson
+44 (0)20 7029 8000
Headland (PR Adviser to Playtech)
Lucy Legh
Stephen Malthouse
Tom James
Jack Gault
+44 (0)20 3805 4822
Playtech@headlandconsultancy.com
Important Notice
This announcement is not intended to, and does not, constitute or form part of any offer, invitation or solicitation of any offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities or the solicitation of any vote or approval in any jurisdiction, whether pursuant to this announcement or otherwise.
The release, distribution or publication of this announcement in jurisdictions outside the United Kingdom may be restricted by laws of the relevant jurisdictions and therefore persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities law of any such jurisdiction.
Notices Related to the Financial Advisers
Wells Fargo Securities International Limited, a subsidiary of Wells Fargo & Company trading as "Wells Fargo Securities", is authorised and regulated by the Financial Conduct Authority ("FCA") in the United Kingdom. Wells Fargo Securities is acting exclusively as financial adviser to Playtech and will not be responsible to anyone other than Playtech for providing the protections afforded to its client, or for providing advice in relation to the matters set out in this announcement.
Goodbody Stockbrokers UC is authorised and regulated by the Central Bank of Ireland and is also subject to regulation by the FCA. Goodbody Stockbrokers UC are acting exclusively for the Company and will not be responsible to any person other than the Company for providing the protections afforded to their clients or for providing advice in relation to the contents of this announcement.
Jefferies International Limited, which is authorised and regulated in the UK by the Financial Conduct Authority, is acting exclusively for Playtech and no one else in connection with the matters set out in this announcement and shall not be responsible to anyone other than Playtech for providing the protections afforded to clients of Jefferies International Limited, nor for providing advice in connection with the matters set out in this announcement. Neither Jefferies International Limited nor any of its subsidiaries, affiliates or branches owes or accepts any duty, liability or responsibility whatsoever (whether direct, indirect, consequential, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Jefferies International Limited in connection with this announcement, any matter or statement contained herein or otherwise.
Publication of this Announcement
In accordance with Rule 26.1 of the Code, a copy of this announcement will be made available on the Company's website (www.Playtech.com) by no later than 12 noon (London time) on 20 June 2022. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.
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