Business
Rejection of a highly conditional proposal
Rejection of a highly conditional proposal.
About this update from Pinewood Technologies Group Plc
[{"type":"text","content":"\n\nPendragon PLC\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 OF SUCH JURISDICTION.\nTHIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.4 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE \"CODE\") AND DOES NOT CONSTITUTE AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE AND THERE CAN BE NO CERTAINTY THAT ANY FIRM OFFER WILL BE MADE.\nFor immediate release\n20 September 2023\n Pendragon PLC (\"Pendragon\" or the \"Company\")\nRejection of a highly conditional proposal from Hedin and Penske\nThe Board of Directors of Pendragon (the \"Board\") confirms that it unanimously rejected an unsolicited and preliminary proposal received today from Hedin Mobility Group AB (publ) (\"Hedin\") and PAG International Ltd. (\"Penske\") to jointly acquire the entire issued and to be issued share capital of Pendragon for 28 pence per share, in cash (the \"Proposal\"). The Proposal is subject to a number of conditions, including the completion of due diligence and external debt financing.\nThe Board carefully considered the Proposal, including taking advice from its advisers, and concluded that it fundamentally undervalues the Company and is therefore not in the best interests of shareholders or other stakeholders.\nThe Board is excited about the future prospects for Pendragon as a result of the transaction announced with Lithia Motors, Inc on 18 September 2023, which, if completed, will deliver a substantial cash dividend and create a pure play Software as a Service business with an accelerated growth plan and a strategic partnership to enter North America.\nThere can be no certainty that any firm offer will be made. Shareholders are advised to take no action at this time.\nAs required by Rule 2.6(a) of the Code, Hedin and Penske will be required, by not later than 5.00 p.m. on 18 October 2023, either to announce a firm intention to make an offer for the Company in accordance with Rule 2.7 of the Code or to announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline may be extended with the consent of the Takeover Panel in accordance with Rule 2.6(c) of the Code.\nThis announcement is made without...