Source - LSE Regulatory
RNS Number : 1186G
Sixth Street Partners LLC
14 July 2023
 

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 OF SUCH JURISDICTION.

 

THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.8 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE").

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.

 

For Immediate Release                                                                                                                         14 July 2023

 

 

 

Statement of intention not to make an offer for Digital 9 Infrastructure plc ("the Company")

 

Sixth Street Partners, LLC, on behalf of certain of its affiliated investment funds or vehicles ("Sixth Street") and DGP Capital Management Limited ("DGP") (together the "Consortium") note the recent market speculation regarding the Company and confirm that they do not intend to make an offer for the Company. Accordingly, except with the consent of the UK Panel on Takeovers and Mergers (the "Takeover Panel"), the Consortium is bound by the restrictions under Rule 2.8 of the Code.

 

Under Note 2 on Rule 2.8 of the Code, the Consortium, reserves the right to set aside the restrictions in Rule 2.8 of the Code in the following circumstances:

 

i.    with the agreement or recommendation of the board of the Company;

ii.    following the announcement of a firm intention to make an offer for the Company, by or on behalf of a third party;

iii.   following the announcement by the Company of a Rule 9 waiver proposal (as described in Note 1 of the Notes on Dispensations from Rule 9) or a reverse takeover (as defined in the Code); and/or

iv.   if there has been a material change of circumstances (as determined by the Takeover Panel).

 

Enquiries:

 

RBC Capital Markets                                                                                                                     +44 20 7653 4000

Alexander Thomas / Mark Preston / Paul Lim

 

MW&L                                                                                                                                              +44 20 3642 6318

Julian Metherell / Keane Yarish

 

Torch                                                                                                                                               +44 20 7227 8830

Thomas Roberts / Victor Dobre

 



Important Notices

This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities whether pursuant to this announcement or otherwise.

 

The distribution of this announcement in jurisdictions outside the United Kingdom may be restricted by law and therefore persons into whose possession this announcement comes should inform themselves about, and observe, such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities law of any such jurisdiction.

 

Disclaimer

RBC Europe Limited (trading as "RBC Capital Markets"), which is authorised by the Prudential Regulation Authority ("PRA") and regulated by the FCA and the PRA in the United Kingdom, is acting exclusively for the Sixth Street and for no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than the Consortium for providing the protections afforded to its clients nor for providing advice in relation to a possible offer or any other  matter referred to in this announcement.

 

MW&L Capital Partners Limited ("MW&L"), which is an Appointed Representative of Khepri Advisers Limited, authorised and regulated in the United Kingdom by the Financial Conduct Authority ("FCA") (Firm Reference Number 692447), is acting exclusively for the Consortium and will not be responsible to anyone other than the Consortium for providing the protections afforded to its clients nor for providing advice in relation to a possible offer or any other matter referred to in this announcement.

 

Torch Partners IB Limited ("Torch"), which is an appointed representative of Torch Partners Corporate Finance Limited ("TPCFL") which is authorised and regulated in the UK by the FCA, is acting as financial adviser to the Consortium and no one else in connection with the matters described in this announcement and will not be responsible to anyone other than the Consortium for providing the protections afforded to clients of Torch nor for providing advice in connection with the matters referred to herein. Neither Torch nor any of its subsidiaries, branches or affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Torch in connection with this announcement, any statement contained herein, the acquisition or otherwise. Apart from the responsibilities and liabilities, if any, which may be imposed on Torch by FSMA, or the regulatory regime established thereunder, or under the regulatory regime of any jurisdiction where exclusion of liability under the relevant regulatory regime would be illegal, void or unenforceable, neither Torch nor any of its affiliates accepts any responsibility or liability whatsoever for the contents of this announcement, and no representation, express or implied, is made by it, or purported to be made on its behalf, in relation to the contents of this announcement, including its accuracy, completeness or verification of any other statement made or purported to be made by it, or on its behalf, in connection with the Consortium or the matters described in this document. To the fullest extent permitted by applicable law, Torch and its affiliates accordingly disclaim all and any responsibility or liability whether arising in tort, contract or otherwise (save as referred to above) which they might otherwise have in respect of this announcement or any statement contained therein.

 

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