Singapore-based City Developments Limited has published the full terms and conditions of its final offer and procedures for its proposed buy of Millennium & Copthorne Hotels. The document has been sent to M&C shareholders, with CDL’s initial 7 June offer valuing M&C at £2.23 billion ($2.69 billion).
15 August 2019--On 7 June 2019, the boards of Bidco and CDL and the independent directors of M&C announced that they had reached agreement on the terms of a recommended pre-conditional final cash offer to be made by Bidco for the entire issued and to be issued share capital of M&C not already held by the CDL Parties.
Subsequent to the announcement on 9 August 2019 relating to, amongst other things, the satisfaction of the OIO Pre-Condition, Bidco announces that the offer document, which contains the full terms and conditions of the Final Offer and the procedures for acceptance of the Final Offer (the "Offer Document"), is being published today with the Form of Acceptance.
The First Closing Date of the Final Offer is 27 September 2019.
To accept the Final Offer in respect of M&C shares held in certificated form (i.e. not in CREST), you should complete, sign and return the Form of Acceptance (together with your share certificate(s) and/or other document(s) of title) as soon as possible and, in any event, so as to be received by the Receiving Agent not later than 1.00 p.m. (London time) on 27 September 2019.
To accept the Final Offer in respect of M&C shares held in uncertificated form (i.e. in CREST), you should follow the procedure for Electronic Acceptance through
CREST so that the TTE instruction settles as soon as possible and, in any event, not later than 1.00 p.m. (London time) on 27 September 2019. If you hold any of your M&C shares through a CREST sponsored member, you should contact your CREST sponsor as only your CREST sponsor will be able to send the necessary TTE instruction to Euroclear.
Subject to certain restrictions relating to persons resident in Restricted Jurisdictions, the Offer Document will be available on CDL's website at www.cdl.com.sg/Millennium-Offer and on M&C's website at https://investors.millenniumhotels.com/regulatory-announcements-and-news/citydevelopments-ltd-offer-documents up to and including the end of the Final Offer.
A copy of the Offer Document and further Forms of Acceptance may be obtained by contacting the Receiving Agent, Equiniti Limited on 0371 384 2140 (if calling within the UK) or +44 121 415 0078 (if calling from outside the UK). Lines are open Monday to Friday 8.30 a.m. to 5.30 p.m. (London time), excluding public holidays in England and Wales.
For information purposes only, the Offer Document will also be sent, or made available to, to holders of options over M&C shares and persons with information rights.
Defined terms used but not defined in this announcement have the meanings set out in the Offer Document.
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