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Revised proposal from Hedin and Penske

Revised proposal from Hedin and Penske.

articlePinewood Technologies Group PlcSeptember 22, 20233/company/pinewood-technologies-group-plc/news/revised-proposal-from-hedin-and-penske
Revised proposal from Hedin and Penske

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, NOR TO THE TERMS OF ANY SUCH OFFER.\nTHIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.\nFor immediate release\n22 September 2023\n Pendragon PLC (\"Pendragon\" or the \"Company\")\nRevised proposal from Hedin and Penske\nThe Board of Directors of Pendragon (the \"Board\") confirms that it has received a further unsolicited proposal 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 32 pence per share, in cash (the \"Revised Proposal\"). The Revised Proposal remains subject to a number of pre-conditions, including the completion of due diligence, antitrust approvals and external debt financing.\nThe Board will consider the Revised Proposal and will consult with its shareholders and provide an update in due course.\nThe Board confirms that under the binding legal agreement that it has entered into with Lithia Motors, Inc in relation to, amongst others things, the disposal by the Company of its UK motor and leasing business (the \"Lithia Transaction\") it is required to hold the shareholder meeting to approve the Lithia Transaction on 6 October 2023. Shareholders representing 402,105,727 shares, equivalent to approximately 28.8% of the current issued share capital of Pendragon, have irrevocably committed to vote in favour of the Lithia Transaction. In the event that there is an announcement by a third party of a firm offer for the Company that the Board has indicated it will recommend, shareholders holding approximately 11.5% of the current issued share capital of Pendragon will cease to be bound by the terms of their irrevocable undertaking to vote in favour of the Lithia Transaction.\nThere can be no certainty that any firm offer will be made, nor to the terms of any such offer. Shareholders are advised to take no action at this time.\nA...

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