TIDMJUP
RNS Number : 0118L
Jupiter Fund Management PLC
27 April 2020
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 THAT
JURISDICTION
FOR IMMEDIATE RELEASE
27 April 2020
Jupiter Fund Management plc ("Jupiter")
Publication of Circular and Notice of General Meeting
Further to the announcement on 17 February 2020 in relation to
the proposed acquisition of Merian Global Investors Limited
("Merian") by Jupiter (the "Acquisition"), Jupiter confirms that
its class 1 circular in relation to the Acquisition (the
"Circular") has today been approved by the Financial Conduct
Authority (the "FCA"). Copies of the Circular will shortly be
posted to Jupiter's shareholders.
The Acquisition is conditional, among other things, upon the
approval of Jupiter's shareholders. Accordingly, the Circular
contains a notice convening a general meeting of Jupiter's
shareholders (the " Notice of General Meeting "), which is to be
held at 3.15 p.m. (or, if later, immediately following Jupiter's
Annual General Meeting) at The Zig Zag Building, 70 Victoria
Street, London SW1E 6SQ, United Kingdom on 21 May 2020 at which an
ordinary resolution will be proposed for the shareholders to
approve the Acquisition.
The Circular (including the Notice of General Meeting) will
shortly be submitted to the FCA's National Storage Mechanism and
will be available for inspection on its website at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism . The
Circular will also be available for viewing on Jupiter's website at
www.jupiteram.com.
The Board is monitoring closely the evolving coronavirus
(Covid-19) situation and the UK Government's restrictions on public
gatherings and non-essential travel and its social distancing
measures. The health and well-being of employees, shareholders and
the wider community in which the Company operates is of paramount
importance for the Board. As things currently stand, regrettably
the General Meeting will need to held as a closed meeting as
described in the Circular and it will not be possible for
shareholders to attend the General Meeting in person. The General
Meeting is however an important event for the Company and its
shareholders and the Board is committed to ensure that shareholders
can exercise their voting rights by proxy and can ask questions in
relation to the business of the meeting by following the
instructions set out in the Circular.
The Board will keep the coronavirus situation under review and
may need to make further changes to the arrangements relating to
the meeting, including how it is conducted. Shareholders should
therefore continue to monitor the Company's website and
announcements for any updates that may need to be provided in
relation to the arrangements for the General Meeting and the
Company's Annual General Meeting. Jupiter will also publish a
prospectus in relation to the admission of the consideration shares
to be issued to sellers of Merian to listing on the premium segment
of the Official List of the FCA and to trading on the main market
for listed securities of the London Stock Exchange in due
course.
Unless otherwise defined, terms used in this announcement
(including in the Important Notice below) shall have the same
meaning as those used in the Circular.
Jupiter Fund Management plc
LEI Number: 5493003DJ1G01IMQ7S28
Enquiries
Jupiter Fund Management plc +44 (0) 20 3817 1000
Andrew Formica, Chief Executive
Wayne Mepham, Chief Financial Officer
Alex Sargent (Investor Relations) +44 (0) 20 3817 1534
Despina Constantinides (Media Relations) +44 (0) 20 3817
1278
Fenchurch Advisory Partners LLP +44 (0) 20 7382 2222
(Lead Financial Advisor)
Vincent Bounie
Malik Karim
Philip Evans
J. P. Morgan Cazenove +44 (0) 20 7742 4000
(Joint Financial Advisor and Joint Corporate Broker)
Edward Squire
Andrew Stockdale
Numis +44 (0) 20 7260 1000
(Joint Corporate Broker)
Charles Farquhar
Stephen Westgate
Powerscourt +44 (0) 20 7250 1446
(Financial Communications Advisor to Jupiter)
Justin Griffiths
Victoria Heslop
Important Notice
The release, publication or distribution of this announcement in
jurisdictions other than the United Kingdom may be restricted by
law and therefore any persons who are subject to the laws of any
jurisdiction other than the United Kingdom should inform themselves
about, and observe, any applicable requirements. The information
disclosed in this announcement may not be the same as that which
would have been disclosed if this announcement had been prepared in
accordance with the laws and regulations of any jurisdiction
outside of the United Kingdom.
This announcement is not intended to, and does not constitute,
or form part of, an offer to sell or an invitation to purchase or
subscribe for any securities or a solicitation of any vote or
approval in any jurisdiction. This announcement does not constitute
a prospectus or a prospectus equivalent document. Shareholders are
advised to read carefully the Circular in relation to the
Acquisition. Any vote in respect of the resolutions to be proposed
at the general meeting to approve the Acquisition should be made
only on the basis of the information in the Circular.
Disclaimer
J.P. Morgan Securities plc, which conducts its UK investment
banking business as J.P. Morgan Cazenove ("J.P. Morgan Cazenove"),
and which is authorised in the United Kingdom by the Prudential
Regulation Authority (the "PRA") and regulated by the PRA and the
FCA, is acting as financial adviser, sponsor and joint corporate
broker exclusively for Jupiter and no one else in connection with
the Acquisition and will not regard any other person as its client
in relation to the Acquisition and will not be responsible to
anyone other than Jupiter for providing the protections afforded to
clients of J.P. Morgan Cazenove or its affiliates, nor for
providing advice in relation to the Acquisition or any other matter
or arrangement referred to herein.
Fenchurch Advisory Partners LLP ("Fenchurch"), which is
authorised and regulated by the FCA in the United Kingdom, is
acting as lead financial adviser exclusively for Jupiter and no one
else in connection with the Acquisition and will not regard any
other person as its client in relation to the Acquisition and will
not be responsible to anyone other than Jupiter for providing the
protections afforded to clients of Fenchurch or its affiliates, nor
for providing advice in relation to the Acquisition or any other
matter or arrangement referred to herein.
Numis Securities Limited ("Numis"), which is authorised and
regulated by the FCA in the United Kingdom, is acting as corporate
broker exclusively for Jupiter and no one else in connection with
the Acquisition and will not regard any other person as its client
in relation to the Acquisition and will not be responsible to
anyone other than Jupiter for providing the protections afforded to
clients of Numis or its affiliates, nor for providing advice in
relation to the Acquisition or any other matter or arrangement
referred to herein
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 rns@lseg.com or visit www.rns.com.
END
MSCPPUCCCUPUGWM
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