Business
2.7 Announcement-Recommended All-Share Combination
2.7 Announcement-Recommended All-Share Combination.
About this update from Rws Holdings Plc
[{"type":"text","content":"\n \n \n \n RNS Number : 3108X\n RWS Holdings PLC\n 27 August 2020\n \n \n \n \n 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 OR REGULATIONS OF THAT JURISDICTION.\n \n \n THIS ANNOUNCEMENT IS DEEMED BY RWS AND SDL TO CONTAIN INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION NO 596/2014. UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.\n \n \n THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND NOT A PROSPECTUS OR PROSPECTUS EQUIVALENT DOCUMENT AND INVESTORS SHOULD NOT MAKE ANY INVESTMENT DECISION IN RELATION TO THE NEW RWS SHARES EXCEPT ON THE BASIS OF INFORMATION IN THE SCHEME DOCUMENT AND THE RWS CIRCULAR WHICH ARE PROPOSED TO BE PUBLISHED IN DUE COURSE.\n \n \n FOR IMMEDIATE RELEASE\n \n \n 27 August 2020\n \n \n \n \n \n Recommended All-Share Combination\n \n \n of\n \n \n RWS Holdings plc (\"RWS\") and SDL plc (\"SDL\")\n \n \n Creating the world's leading language services and technology group\n \n \n The RWS Board and the SDL Board are pleased to announce that they have reached agreement on the terms of a recommended all-share combination of RWS and SDL, pursuant to which RWS will acquire the entire issued and to be issued share capital of SDL, to be effected by means of a court-sanctioned scheme of arrangement between SDL and SDL Scheme Shareholders under Part 26 of the Companies Act (the \"Combination\" to form the \"Combined Group\").\n \n \n The Combination will create a truly global provider of language services and technology. The Combined Group will be a broad-based, well-funded business benefitting from increased scale, superior capabilities, an expanded geographic footprint and a highly experienced management team.\n \n \n The RWS Board and the SDL Board believe the Combination has compelling strategic logic with the potential to deliver substantial benefits to the shareholders, customers, employees and other stakeholders of both RWS and SDL.\n \n \n Key terms of the Combination\n \n \n Under the terms of the Combination, SDL Scheme Shareholders will be entitled to receive:\n \n \n 1.2246 New RWS Shares in exchange for each SDL Share (the \"Exchange Ratio...