Daily Mail and General Trust plc: Extension of the PUSU Deadline

DJ Extension of the PUSU Deadline

Daily Mail and General Trust plc (DMGT) 
Extension of the PUSU Deadline 
09-Aug-2021 / 07:00 GMT/BST 
Dissemination of a Regulatory Announcement that contains inside information according to REGULATION (EU) No 596/2014 
(MAR), transmitted by EQS Group. 
The issuer is solely responsible for the content of this announcement. 
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NOT 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 
THIS ANNOUNCEMENT IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CITY CODE ON 
TAKEOVERS AND MERGERS (THE "CODE") AND THERE CAN BE NO CERTAINTY THAT AN OFFER WILL BE MADE EVEN IF THE PRE-CONDITIONS 
ARE SATISFIED OR WAIVED 
 
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION 
FOR IMMEDIATE RELEASE 
9 August 2021 
 
 
 
Daily Mail and General Trust plc ("DMGT") and Rothermere Continuation Limited ("RCL") 
Extension of the PUSU Deadline 
 
On 12 July 2021, DMGT announced a possible major reorganisation involving the sale of its Insurance Risk division ("RMS 
"), the Special Dividend and a possible cash offer (the "Possible Offer") by RCL to acquire the entire issued and to be 
issued share capital of DMGT not already owned by RCL, subject to the reservations and pre-conditions set out in that 
announcement (the "Reorganisation Announcement"). On 5 August 2021, DMGT announced that it had reached agreement on the 
terms of a sale of RMS. 
The Possible Offer remains subject to the satisfaction or waiver (where permitted) of the pre-conditions set out in the 
Reorganisation Announcement. 
Extension of PUSU deadline under Rule 2.6(c) of the Code 
To allow further time for the pre-conditions to be satisfied, DMGT and RCL have requested, and the Takeover Panel has 
consented to, an extension to the original PUSU deadline set out in the Reorganisation Announcement, until 5.00 p.m. 
(London time) on 30 September 2021. 
Accordingly, under Rule 2.6(a) of the Code, RCL is now required either to announce a firm intention to make an offer 
for DMGT in accordance with Rule 2.7 of the Code or announce that it does not intend to make an offer for DMGT, in 
which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies, by no later than 5.00 
p.m. (London time) on 30 September 2021 (the "PUSU Deadline") unless an extension to that date is agreed between DMGT 
and RCL and approved by the Takeover Panel. 
This revised deadline may be extended further with the consent of the Takeover Panel in accordance with Rule 2.6(c) of 
the Code. 
Unless specified to the contrary, terms defined in the Reorganisation Announcement have the same meaning in this 
announcement. The Reorganisation Announcement can be found at www.dmgt.com/investors. This announcement has been 
released with the consent of RCL. 
Enquiries: 
DMGT 
Tim Collier, DMGT CFO                                      [phone] 
Adam Webster, Head of IR                                    [phone] 
 
J.P. Morgan Cazenove                                      [phone] 
(Lead Financial Adviser to DMGT in connection with the Possible Offer; Joint Corporate Broker) 
Hugo Baring, Bill Hutchings 
Jonty Edwards, James Summer 
 
Credit Suisse                                          [phone] 
(Joint Financial Adviser to DMGT in connection with the Possible Offer; Joint Corporate Broker) 
Antonia Rowan, James Green 
Gillian Sheldon 
 
Teneo 
(PR/Media Adviser to DMGT) 
Paul Durman                                           [phone] 
Doug Campbell                                          [phone] 
Tim Burt                                            [phone] 
 
Lazard & Co., Limited                                      [phone] 
(Lead Financial Adviser to RCL in connection with the Possible Offer) 
Nicholas Shott 
William Lawes, Caitlin Martin 
 
Goldman Sachs International                                   [phone] 
(Joint Financial Adviser and Corporate Broker to RCL in connection with the Possible Offer) 
Charlie Lytle, Alex Garner, Owain Evans 
 
Sanctuary Counsel 
(PR/Media Adviser to RCL) 
Robert Morgan                                          [phone] 
Ben Ullmann                                           [phone] 

The person responsible for arranging the release of this announcement for and on behalf of DMGT is Fran Sallas, DMGT Company Secretary ([phone]).

Rule 26.1 Disclosure

In accordance with Rule 26.1 of the Code, a copy of this announcement will be available at https://www.dmgt.com/ investors, by no later than 12 noon (London time) on 10 August 2021 (being the business day following this announcement). The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

Disclaimer

J.P. Morgan Securities plc, which conducts its UK investment banking business as J.P. Morgan Cazenove ("J.P. Morgan Cazenove"), is authorised in the United Kingdom by the Prudential Regulation Authority (the "PRA") and regulated in the United Kingdom by the PRA and the Financial Conduct Authority. J.P. Morgan Cazenove is acting as lead financial adviser for DMGT and no one else in connection with the Possible Offer only and will not regard any other person as its client in relation to the Possible Offer or any other matter referred to in this announcement and will not be responsible to anyone other than DMGT for providing the protections afforded to clients of J.P. Morgan Cazenove or its affiliates, nor for providing advice in relation to the Possible Offer or any matter or arrangement referred to herein.

Credit Suisse International ("Credit Suisse"), which is authorised by the PRA and regulated by the Financial Conduct Authority and the PRA in the United Kingdom, is acting as joint financial adviser for DMGT and no one else in connection with the Possible Offer only and will not regard any other person as its client in relation to the Possible Offer or any other matter referred to in this announcement and will not be responsible to anyone other than DMGT for providing the protections afforded to clients of Credit Suisse, nor for providing advice to any other person in relation to the content of this announcement or any other matter referenced herein. Neither Credit Suisse 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 Credit Suisse in connection with this announcement, any statement contained herein or otherwise.

Lazard & Co., Limited ("Lazard"), which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting as lead financial adviser to RCL, and no one else, in connection with the Possible Offer, and will not be responsible to anyone other than its client of record for providing the protections afforded to clients of Lazard nor for providing advice in relation to the Possible Offer, or any other matter or arrangement referred to herein. Neither Lazard nor any of its 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 Lazard in connection with this announcement, any matter, arrangement or statement contained or referred to herein or otherwise.

Goldman Sachs International ("Goldman Sachs"), which is authorised by the PRA and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting as joint financial adviser to RCL, and no one else, in connection with the Possible Offer, and will not be responsible to anyone other than RCL for providing the protections afforded to clients of Goldman Sachs nor for providing advice in relation to the Possible Offer or any other matter or arrangement referred to herein. Neither Goldman Sachs nor any of its 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 Goldman Sachs in connection with the Possible Offer, this announcement, any matter, arrangement or statement contained or referred to herein or otherwise.

Forward-looking Statements

This announcement may contain certain forward-looking statements with respect to the financial condition, results of operations and business of DMGT and certain plans and objectives of RCL with respect thereto. These forward-looking statements can be identified by the fact that they do not relate only to historical or current facts. Forward-looking statements often use words such as "anticipate", "target", "expect", "estimate", "intend", "plan", "goal", "believe", "hope", "aims", "continue", "will", "may", "should", "would", "could", or other words of similar meaning. These statements are based on assumptions and assessments made by DMGT and/or RCL in light of their experience and their perception of historical trends, current conditions, future developments and other factors they believe appropriate. By their nature, forward-looking statements involve risk and uncertainty, because they relate to events and depend on circumstances that will occur in the future and the factors described in the context of such forward-looking statements in this document could cause actual results and developments to differ materially from those expressed in or implied by such forward-looking statements. Although it is believed that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct and you are therefore cautioned not to place undue reliance on these forward-looking statements which speak only as at the date of this document. Neither DMGT nor RCL assumes any obligation to update or correct the information contained in this document (whether as a result of new information, future events or otherwise), except as required by applicable law.

There are several factors which could cause actual results to differ materially from those expressed or implied in forward-looking statements. Among the factors that could cause actual results to differ materially from those described in the forward-looking statements are changes in the global, political, economic, business, competitive, market and regulatory forces, future exchange and interest rates, changes in tax rates and future business combinations or dispositions. These factors include uncertainties surrounding the Covid-19 pandemic and the ongoing impact of the Covid-19 pandemic on general economic conditions. -----------------------------------------------------------------------------------------------------------------------

ISIN:      GB00BJQZC279 
Category Code: OUP 
TIDM:      DMGT 
LEI Code:    4OFD47D73QFJ1T1MOF29 
OAM Categories: 3.1. Additional regulated information required to be disclosed under the laws of a Member State 
Sequence No.:  119452 
EQS News ID:  1224781 
 
End of Announcement EQS News Service 
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(END) Dow Jones Newswires

August 09, 2021 02:00 ET (06:00 GMT)