Result of Tender Offer

Centaur Media PLC

25 March 2026

 

This release contains inside information within the meaning of Article 7(1) of the EU Market Abuse Regulation (2014/596/EU), or EU MAR, and of the UK version of EU MAR as it forms part of UK law by virtue of the European Union (Withdrawal) Act (as amended).

25 March 2026

Centaur Media plc

("Centaur" or "the Company")

Result of Tender Offer

Centaur is pleased to announce the results of the Tender Offer set out in the Circular published by the Company on 30 January 2026, which closed at 6.00 p.m. on 24 March 2026.

The Company offered to purchase up to a maximum of 133,333,333 Ordinary Shares (being approximately 88.1 per cent. of the Company's existing issued share capital) under the Tender Offer at a price of 48 pence per share. Following the closure of the Tender Offer, a total of 147,528,192 Ordinary Shares were validly tendered under the Tender Offer. As such, the total number of Ordinary Shares being acquired by the Company is the maximum of 133,333,333 Ordinary Shares. All valid tenders were satisfied in full pursuant to their Basic Entitlement (rounded down to the nearest whole number of Ordinary Shares) and excess applications were satisfied based on a percentage proportion of the Total Excess tenders received.

The 133,333,333 Ordinary Shares tendered under the Tender Offer will be repurchased by the Company under the Option Agreement and cancelled.

The ordinary issued share capital of the Company following the purchase by the Company will be 18,076,893 Ordinary Shares, with no Ordinary Shares held in treasury. The total voting rights in the Company following the purchase by the Company and cancellation will be 18,076,893 Ordinary Shares.

The figure of 18,076,893 Ordinary Shares may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.

Capitalised terms used in this announcement shall, unless otherwise defined, have the same meanings as set out in the Circular. 

The remaining expected timetable of principal events for the Tender Offer remains as set out below:

Tender Offer Record Date	6.00 p.m. on 24 March 2026
Announcement of results of the Tender Offer	7.00 a.m. on 25 March 2026
Purchase of Ordinary Shares under the Tender Offer	26 March 2026
CREST accounts credited for revised, uncertificated holdings of Ordinary Shares (or, in the case of unsuccessful tenders, for entire holdings of Ordinary Shares)	by 27 March 2026
CREST accounts credited in respect of Tender Offer proceeds for uncertificated Ordinary Shares	by 31 March 2026
Despatch cheques in respect of Tender Offer proceeds for certificated Ordinary Shares	by 31 March 2026
Return of share certificates in respect of unsuccessful tenders of certificated Ordinary Shares	by 31 March 2026
Despatch of balancing share certificates (in respect of certificated Ordinary Shares) for revised, certificated holdings in the case of partially successful tenders	week commencing 30 March 2026
Last day of dealings in the Ordinary Shares on the London Stock Exchange	by 20 April 2026
Cancellation of listing of Ordinary Shares on the Official List and of trading of Ordinary Shares on the London Stock Exchange	by 21 April 2026
Re-registration as a private company	by 24 April 2026

Enquiries:

Centaur Media Plc	[e-mail]
Martin Rowland, Executive Chair
Simon Longfield, Chief Financial Officer
Cavendish Capital Markets Limited	020 7908 6000
Adrian Hadden
George Lawson

Cautionary note regarding forward-looking statements

This announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "forecasts", "plans", "prepares", "targets", "anticipates", "projects", "expects", "intends", "may", "will", "seeks", or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements include all matters that are not historical facts. They appear in a number of places throughout this announcement and include statements regarding the Company's and the Directors' intentions, beliefs or current expectations concerning, amongst other things, the Company's prospects, growth and strategy. No statement in this announcement is intended to be a profit forecast and no statement in this announcement should be interpreted to mean the Company's performance in future would necessarily match or exceed the historical published performance of the Company.

By their nature, forward-looking statements involve risks and uncertainties because they relate to future events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance. The Company's actual performance, achievements and financial condition may differ materially from those expressed or implied by the forward-looking statements in this announcement. In addition, even if the Company's results of operations, performance, achievements and financial condition are consistent with the forward-looking statements in this announcement, those results or developments may not be indicative of results or developments in subsequent periods.

Any forward-looking statements that the Company makes in this announcement speak only as of the date of such statement, and none of the Company or the Directors undertake any obligation to update such statements unless required to do so by applicable law. Comparisons of results for current and any prior periods are not intended to express any future trends or indications of future performance, unless expressed as such, and should only be viewed as historical data.

 

END