WYG Plc Court Sanction of Scheme of Arrangement (6651E)
05 Juli 2019 - 12:50PM
UK Regulatory
TIDMWYG
RNS Number : 6651E
WYG Plc
05 July 2019
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION
WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF
SUCH JURISDICTION
FOR IMMEDIATE RELEASE
5 July 2019
RECOMMENDED CASH OFFER
for
WYG PLC ("WYG" or the "COMPANY")
by
TETRA TECH UK HOLDINGS LIMITED ("TETRA TECH")
a wholly-owned subsidiary of Tetra Tech, Inc.
COURT SANCTION, EXERCISE OF OPTIONS AND SUSPENSION OF TRADING ON
AIM
On 20 May 2019, the boards of Tetra Tech and WYG announced that
they had reached agreement on the terms of a recommended cash offer
to be made by Tetra Tech for WYG pursuant to which Tetra Tech would
acquire the entire issued and to be issued ordinary share capital
of WYG (the "Acquisition"). The Acquisition is being implemented by
means of a scheme of arrangement under Part 26 of the Companies Act
2006 (the "Scheme"). On 27 June 2019, WYG announced that the Scheme
was approved by a majority in number of Scheme Shareholders, who
voted and were entitled to vote, either in person or by proxy, and
who together represented over 75 per cent. by by value of the votes
cast.
WYG and Tetra Tech are pleased to announce that the Scheme was
sanctioned by the Court earlier today. The Scheme will become
effective upon the Court order being delivered to the Registrar of
Companies, which is expected to take place on 9 July 2019.
Exercise of options and admission of shares to trading on
AIM
Upon the Court sanction of the Scheme earlier today, options
granted under the WYG Share Plans have become exercisable over up
to 1,065,125 ordinary shares of 0.1 pence each ("Ordinary Shares")
and have been exercised in respect of 489,460 Ordinary Shares. To
satisfy these exercised Options, WYG will issue 463,953 new
Ordinary Shares and the balance (25,507) will be satisfied by
existing Ordinary Shares held by WYG's employee benefit trust. As a
consequence, application has been made to the London Stock Exchange
for 463,953 new Ordinary Shares to be admitted to trading on AIM
("Admission"). It is expected that Admission will become effective
and dealings in such Ordinary Shares will commence at 8.00 a.m. on
8 July 2019.
Upon Admission, the Company's issued share capital will consist
of 73,799,118 Ordinary Shares with one voting right each and
4,540,758 Convertible Shares. The Company does not hold any
Ordinary Shares in treasury. The International Securities
Identification Number for WYG Ordinary Shares is GB00B5N5WH70.
Suspension of Trading on AIM
Dealings in WYG Shares will be suspended from trading on AIM
with effect from 7.30 a.m. on 9 July 2019. Subject to the Scheme
becoming Effective, it is expected that the admission of WYG Shares
to trading on AIM will be cancelled by no later than 7.00 a.m. on
10 July 2019.
Defined terms used but not defined in this announcement have the
meaning given to them in the scheme circular sent to WYG
Shareholders on 3 June 2019.
Enquiries:
Tetra Tech
Jim Wu, Investor Relations Tel: +(1) (626) 470
2844
Perella Weinberg Partners (Financial adviser
to Tetra Tech)
Christopher Mead Tel: +(1) (424) 330
3000
Matthew Smith 020 7268 2800
WYG
Douglas McCormick, Chief Executive Officer Tel: 020 7250 7731
N+1 Singer (Financial adviser under Rule 3
of the Code and broker to WYG)
Sandy Fraser Tel: 020 7496 3000
Rachel Hayes
Justin McKeegan
MHP Communications (Public relations adviser
to WYG)
Katie Hunt Tel: 020 3128 8100
Ollie Hoare
Peter Lambie
IMPORTANT NOTICES
Perella Weinberg Partners UK LLP, which is authorised and
regulated in the United Kingdom by the FCA, is acting as financial
adviser to Tetra Tech and for no one else in connection with the
Acquisition or other matters referred to in this announcement and
will not be responsible to anyone other than Tetra Tech for
providing the protections afforded to its clients nor for providing
advice in relation to the Acquisition, the contents of this
announcement or any other matters set out in this announcement.
N+1 Singer Advisory LLP, which is authorised and regulated in
the United Kingdom by the FCA, is acting exclusively as financial
adviser under Rule 3 of the Code and broker to WYG in connection
with the matters set out in this announcement and for no one else
and will not be responsible to anyone other than WYG for providing
the protections afforded to its clients or for providing advice in
relation to the matters set out in this announcement.
Publication on websites and availability of hard copies
A copy of this announcement is available free of charge on WYG's
website at www.wyg.com/investors and Tetra Tech, Inc.'s website at
www.tetratech.com/investors.
Neither the contents of these websites nor the content of any
other website accessible from hyperlinks on such websites is
incorporated into, or forms part of, this announcement.
WYG Shareholders may, subject to applicable securities laws,
request a hard copy of this announcement by contacting by
contacting N+1 Singer on +44 (0)20 7496 3000 or, in writing, at 1
Bartholomew Lane, London EC2N 2AX. A hard copy of this announcement
will not be sent unless so requested. A person so entitled may also
request that all future documents, announcements and information to
be sent to them in relation to the Acquisition should be in hard
copy form.
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
MSCBGGDRDSGBGCU
(END) Dow Jones Newswires
July 05, 2019 06:50 ET (10:50 GMT)
Wyg (LSE:WYG)
Historical Stock Chart
Von Dez 2024 bis Jan 2025
Wyg (LSE:WYG)
Historical Stock Chart
Von Jan 2024 bis Jan 2025
