Trinity Mirror PLC Acquisition (7274F)
November 13 2015 - 10:16AM
UK Regulatory
TIDMTNI
RNS Number : 7274F
Trinity Mirror PLC
13 November 2015
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER
JURISDICTION IN WHICH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL.
13 November 2015
Trinity Mirror plc
Completion of the Acquisition of Local World
On 28 October, Trinity Mirror plc ("Trinity Mirror" or the
"Company") announced the proposed acquisition of all of the shares
in Local World Holdings Limited ("Local World") not already owned
by the Company ("the Transaction"). Following shareholder approval
of the Transaction at the General Meeting as announced earlier
today, Trinity Mirror is pleased to confirm that it has completed
the acquisition.
As previously announced, the acquisition values Local World on a
debt-free cash-free basis at GBP220 million. The purchase price for
the 80.02 per cent shareholding not already owned by Trinity Mirror
is GBP154.4 million, being the Sellers' total share of the equity
value of GBP193 million. Trinity Mirror has also assumed debt,
working capital and debt-like items of circa GBP27 million and
incurred some GBP6 million of transaction costs which, together
with the equity consideration, brings the total consideration for
the Transaction to GBP187.4 million.
Of the GBP154.4 million equity consideration payable to the
Sellers, GBP5.3 million will be satisfied by the issue to certain
of the Sellers of a total of 3,371,010 new ordinary shares of 10
pence each in Trinity Mirror (the "Consideration Shares"), at a
price per Consideration Share of 158 pence (being the price at
which Placing Shares were issued on 28 October 2015). The
Consideration Shares represent approximately 1.2 per cent of
Trinity Mirror's existing issued share capital, as at the date of
this announcement.
Application has been made to the Financial Conduct Authority
("FCA") for admission of the Consideration Shares to the premium
listing segment of the Official List of the UK Listing Authority
(the "Official List") and to the London Stock Exchange plc (the
"London Stock Exchange") for admission of the Consideration Shares
to trading on its main market for listed securities (together,
"Admission"). It is expected that Admission will become effective
on or around 8.00 a.m. on 16 November 2015 and that dealings in the
Consideration Shares will commence at that time.
Following the issuance of the Consideration Shares, the
Company's issued share capital will consist of 283,459,571 Ordinary
Shares with a nominal value of 10 pence and carrying one vote each.
Therefore, the total voting rights in the Company as at 16 November
will be 283,459,571. The Company does not hold any Ordinary Shares
in treasury.
Defined terms that are not defined in this announcement shall
have the same meaning given to them in the Circular relating to the
Company dated 28 October 2015.
Further to the announcement on 28 October, a copy of the
Circular relating to the acquisition has been uploaded to the
National Storage Mechanism
athttp://www.morningstar.co.uk/uk/NSM.
Enquiries:
Trinity Mirror plc
Simon Fox, Chief Executive
Vijay Vaghela, Group Finance Director 020 7293 3553
Numis
Financial Adviser, Sponsor, Joint Bookrunner
and Corporate Broker
Nick Westlake, Lorna Tilbian, Mark Lander, Michael
Wharton 020 7260 1000
Brunswick 020 7404 5959
Mike Smith
Jon Drage
This information is provided by RNS
The company news service from the London Stock Exchange
END
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