Information  X 
Enter a valid email address

Inmarsat PLC (ISAT)

  Print      Mail a friend       Annual reports

Friday 08 June, 2018

Inmarsat PLC

Statement re Possible Offer

RNS Number : 8447Q
Inmarsat PLC
08 June 2018
 

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 OF SUCH JURISDICTION.

 

THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.4 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE") AND DOES NOT CONSTITUTE AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE. THERE CAN BE NO CERTAINTY THAT ANY FIRM OFFER WILL BE MADE NOR AS TO THE TERMS ON WHICH ANY FIRM OFFER MIGHT BE MADE.

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

 

FOR IMMEDIATE RELEASE

 

8 June 2018

 

Inmarsat plc

 

Statement regarding possible offer for Inmarsat plc by Echostar Corporation

 

The Board of Inmarsat plc ("Inmarsat" or "the Company") notes today's recent press speculation and movement in its share price and confirms that it received a highly preliminary and indicative non-binding proposal from Echostar Corporation in relation to the potential acquisition of the entire issued, and to be issued, share capital of Inmarsat (the "Proposal").

 

After carefully considering the Proposal with its advisers the Board rejected the Proposal on the basis that it very significantly undervalued Inmarsat and its standalone prospects. The Board remains highly confident in the independent strategy and prospects of Inmarsat.

 

There can be no certainty either that any firm offer will be made or as to the terms on which any offer might be made. A further announcement will be made in due course as appropriate.

 

In accordance with Rule 2.6(a) of the Code, Offeror is required, by not later than 5.00 p.m. (London time) on 6 July 2018, being 28 days after today's date, to either announce a firm intention to make an offer for the Company in accordance with Rule 2.7 of the Code or announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline can be extended with the consent of the Takeover Panel (the "Panel") in accordance with Rule 2.6(c) of the Code.

 

Enquiries:

 

Inmarsat plc                                                                      

Rob Gurner                                                                         Tel: +44 (0) 20 7728 1518

Alison Horrocks                                                                 Tel: +44 (0) 20 7728 1626

 

J.P. Morgan Cazenove                                                   Tel: +44 (0) 20 7742 4000

Hugo Baring

Charles Harman

Adam Laursen

 

PJT Partners                                                                       Tel: +44 (0) 20 3650 1100 / +1 212 364 7800

Simon Lyons

Scott Matlock

Jim Murray

 

Disclaimer

J.P. Morgan Securities plc, which conducts its UK investment banking business as J.P. Morgan Cazenove ("J.P. Morgan Cazenove"), is authorised and regulated in the United Kingdom by the Financial Conduct Authority. J.P. Morgan Cazenove is acting as financial adviser exclusively for Inmarsat and no one else in connection with the matters set out in this announcement and will not regard any other person as its client in relation to the matters in this announcement and will not be responsible to anyone other than Inmarsat for providing the protections afforded to clients of J.P. Morgan Cazenove, nor for providing advice in relation to any matter referred to herein.

 

PJT Partners (UK) Limited ("PJT Partners") which is authorised and regulated by the Financial Conduct Authority is acting exclusively for Inmarsat and no one else in connection with the matters described herein and will not be responsible to anyone other than Inmarsat for providing the protections afforded to clients of PJT Partners or for providing advice in connection with the matters described herein.

 

Rule 26.1 Disclosure

In accordance with Rule 26.1 of the Code, a copy of this announcement will be available at www.inmarsat.com, by no later than 12 noon (London time) on Monday 11 June. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

 

Disclosure requirements of the 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) of the Code 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, save to the extent that these details have previously been disclosed under Rule 8 of the Code. A Dealing Disclosure by a person to whom Rule 8.3(b) of the Code 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 of the Code.

 

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 of the Code).

 

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.

 

Rule 2.9 disclosure

In accordance with Rule 2.9 of the Code, as at the close of business on 7 June 2018 (being the business day prior to the date of this announcement), Inmarsat confirms that it had in issue 461,572,769 ordinary shares of Euro 0.0005 each with voting rights and admitted to trading on the main market of the London Stock Exchange under the ISIN code GB00B09LSH68. Inmarsat plc holds no ordinary shares in Treasury.

 

Inmarsat also confirms that as at close of business on 7 June 2018 it has a principal amount of USD 287,700,000 convertible bond outstanding that is convertible into Inmarsat Ordinary Shares. The ISIN code is XS0331843523.

 


This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [email protected] or visit www.rns.com.
 
END
 
 
OFDEASKPEDEPEFF

a d v e r t i s e m e n t