Business
Possible Combination
Possible Combination.
About this update from Hansa Investment Company Ltd
[{"type":"text","content":"\n\nNOT 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 OR REGULATIONS OF THAT JURISDICTION.\n \nTHE POSSIBLE COMBINATION TO WHICH THIS ANNOUNCEMENT RELATES IS NOT SUBJECT TO THE UK CITY CODE ON TAKEOVERS AND MERGERS. THERE CAN BE NO CERTAINTY THAT FINAL TERMS IN RESPECT OF THE POSSIBLE COMBINATION WILL BE AGREED OR THAT THE POSSIBLE COMBINATION WILL OTHERWISE BE CONSUMMATED.\n \nTHIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.\n \nFOR IMMEDIATE RELEASE\n \n17 June 2025\n \nJOINT STATEMENT REGARDING A POSSIBLE COMBINATION OF HANSA INVESTMENT COMPANY LIMITED AND OCEAN WILSONS HOLDINGS LIMITED\n\nSummary\n \nThe boards of directors (each a \"Board\") of Hansa Investment Company Limited (\"Hansa\") and Ocean Wilsons Holdings Limited (\"Ocean Wilsons\") are pleased to announce that they have reached preliminary agreement on the key terms of a possible all-share combination of Hansa and Ocean Wilsons, under which Hansa would acquire the entire issued and to be issued share capital of Ocean Wilsons (the \"Possible Combination\").\n \nUnder the terms of the Possible Combination, Ocean Wilsons shareholders would be entitled to receive voting ordinary shares and non-voting 'A' ordinary shares in Hansa, on the basis of an exchange ratio to be determined by reference to the relative valuation of Hansa's and Ocean Wilsons' adjusted net assets.\n \nBackground to and strategic rationale for the Possible Combination\n \nThe Boards of Hansa and Ocean Wilsons believe that the Possible Combination represents a compelling long-term opportunity for shareholders by combining two companies with complementary portfolios to create an investment company with total net assets of in excess of £900 million under a simplified group structure (the \"Combined Group\"). The Possible Combination would bring together Hansa and Ocean Wilsons to create a differentiated investment company of meaningful scale with a diversified, global portfolio of investment funds, direct equities and private assets, which the Boards of Hansa and Ocean Wilsons believe would create a strong platform for long-term value creation. Shareholders of the Combined Group would be able to realise the benefits and synergies of greater scale...