TIDMINCE TIDMARDN

RNS Number : 2098Z

Ince Group PLC (The)

21 January 2022

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION (INCLUDING THE UNITED STATES) WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

21 January 2022

Recommended All Share Offer

for

Arden Partners plc ("A rden")

by

The Ince GrouP plc ("I nce")

Approval of the FCA condition

Further to Ince's announcement on 19 January 2022, the directors of Ince are pleased to report that the FCA has approved the change of control of Arden upon the completion of Ince's all-share offer to acquire the issued and to be issued share capital of Arden announced on 26 October 2021 (the "Acquisition"). The Acquisition is to be effected through a court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme").

The Scheme was approved by the requisite majorities of the Arden shareholders at meetings held on 19 January 2022, following which completion of the Scheme and the Acquisition remained subject to the satisfaction or (where applicable) waiver of the remaining Conditions, as set out in the Scheme Document published on 20 December 2021. These included the approval by the FCA of the Change of Control in accordance with section 185 of the FSMA; the London Stock Exchange determining that, following the Change of Control, Arden remains eligible to act as a Nominated Adviser in accordance with the AIM Rules for Nominated Advisers; and the sanction of the Scheme by the Court.

The FCA has now approved the Change of Control in accordance with section 185 of the FSMA. This approval remains effective subject to completion of the Acquisition within three months from 20 January 2022, after which an extension will need to be requested.

The current expected timetable of principal events for the implementation of the Scheme remains as set out in the Scheme Document and in Arden's announcement on 19 January 2022.

Capitalised terms used but not otherwise defined in this announcement have the meanings given to them in the Scheme Document.

Enquiries:

 
 The Ince Group plc 
 Adrian Biles, Group Chief Executive            investorrelations@incegd.com 
 Simon Oakes, Chief Financial Officer 
 
 Allenby Capital Limited - Nominated Adviser    +44 (0) 20 3328 5656 
 Jeremy Porter / Piers Shimwell, Corporate 
  Finance 
 
 Arden Partners plc - Financial Adviser 
  and Broker                                    +44 (0) 20 7614 5900 
 Paul Shackleton, Corporate Finance 
 John Llewellyn Lloyd, Corporate Finance 
 Louisa Waddell, Corporate Finance 
 Simon Johnson, Equity Sales 
 
 Williams Nicolson - Financial PR               +44 (0) 7767 345 563 
 Steffan Williams / Fraser Schurer-Lewis        ince@williamsnicolson.com

About The Ince Group plc

The Ince Group is a dynamic international legal and professional services business with offices in nine countries across Europe, Asia and the Middle East. With over 700 people, The Ince Group delivers legal advice, strategic guidance and business solutions to clients ranging from the world's oldest and biggest businesses operating across numerous industries to ultra-high net worth individuals. Through its entrepreneurial culture and "one firm" approach, the business offers its clients over 150 years of experience, insight and relationships. The Group is driven by a unique team of passionate people whose broad expertise and deep sector specialisms provide their clients with solutions to all their complex legal and strategic needs.

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January 21, 2022 02:00 ET (07:00 GMT)

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