NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION
IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH
JURISDICTION
Liberty Global plc (“Liberty Global”) (NASDAQ: LBTYA, LBTYB,
LBTYK, LILA and LILAK), today notes the announcement released by
Cable & Wireless Communications Plc (“CWC”) in relation to a
possible offer by Liberty Global for CWC. Liberty Global confirms
that it is in discussions with the board of CWC regarding a
possible offer for the entire issued and to be issued share capital
of CWC.
This announcement does not amount to an announcement of a firm
intention to make an offer under Rule 2.7 of the City Code on
Takeovers and Mergers (the "Code"). There can be no certainty that
any offer will be made or on the terms on which any offer might be
made. A further announcement will be made as appropriate.
In accordance with Rule 2.6(a) the Code, Liberty Global must, by
no later than 5:00 p.m. on November 19, 2015, either announce a
firm intention to make an offer for CWC in accordance with Rule 2.7
of the Code or announce that it does not intend to make an offer
for CWC, in which case the announcement will be treated as a
statement to which Rule 2.8 of the Code applies. This deadline will
only be extended with the consent of the Takeover Panel in
accordance with Rule 2.6(c) of the Code.
Further Information
A copy of this announcement will be made available on Liberty
Global’s website at www.libertyglobal.com.
Investors should note that in connection with the possible offer
for CWC, Liberty Global will be required to disclose, which may be
on a daily basis, certain information about its share buyback
program and capital structure, as well as other information
relating to Liberty Global and the possible offer. This information
may be material to investors in connection with the possible offer.
This information will be posted on our website and will be released
through the Regulatory News Service in the U.K., as required by the
Code. Therefore, we encourage investors, the media, and others
interested in our company to review the information we post on our
website, as well as through the Regulatory News Service, which can
be accessed here:
http://www.londonstockexchange.com/exchange/news/market-news/market-news-home.html.
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) 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. 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.
About Liberty Global
Liberty Global is the largest international cable company with
operations in 14 countries. We connect people to the digital world
and enable them to discover and experience its endless
possibilities. Our market-leading products are provided through
next-generation networks and innovative technology platforms that
connected 27 million customers subscribing to 56 million
television, broadband internet and telephony services at June 30,
2015. In addition, we served five million mobile subscribers and
offered WiFi service across six million access points.
Liberty Global’s businesses are currently attributed to two
tracking stock groups: the Liberty Global Group (NASDAQ: LBTYA,
LBTYB and LBTYK), which primarily comprises our European
operations, and the LiLAC Group (NASDAQ: LILA and LILAK, OTC Link:
LILAB), which comprises our operations in Latin America and the
Caribbean.
Liberty Global's consumer brands are Virgin Media, Ziggo,
Unitymedia, Telenet, UPC, VTR and Liberty. Our operations also
include Liberty Global Business Services and Liberty Global
Ventures. For more information, please visit www.libertyglobal.com
or contact:
View source
version on businesswire.com: http://www.businesswire.com/news/home/20151022006308/en/
Liberty GlobalInvestor
Relations:Oskar Nooij, +1 303 220 4218Christian
Fangmann, +49 221 8462 5151John Rea, +1 303 220 4238orCorporate Communications:Marcus
Smith, +44 20 7190 6374Bert Holtkamp, +31 20 778 9800Matt
Beake, +44 20 8483 6428
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