DJ Delisting and Cancellation of Trading
Global Ports Holding PLC (GPH)
Delisting and Cancellation of Trading
09-Aug-2024 / 08:00 GMT/BST
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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 SUCH JURISDICTION.
FOR IMMEDIATE RELEASE.
9 August 2024
Global Ports Holding PLC
DELISTING AND CANCELLATION OF TRADING
Reference is made to the announcement made by Global Ports Holding Plc (the "Company") on 11 July 2024 of the Company's
intention to (i) cancel the listing of the Company's shares (ISIN: GB00BD2ZT390) (the "Shares") on the standard listing
segment of the Official List of the Financial Conduct Authority ("FCA"); and (ii) cancel the admission to trading of
the Company's Shares on the main market for listed securities of the London Stock Exchange ("LSE") (the "Delisting
Announcement").
Further to the Delisting Announcement, the Company announces that the LSE has cancelled the admission to trading of the
Company's Shares on the main market for listed securities and the FCA has cancelled the listing of the Company's Shares
on the standard listing segment of the Official List, in each case with effect from 8:00am (British Summer Time) today,
9 August 2023.
Shareholders of the Company are reminded that the offer by Global Ports Holding B.V. ("Bidco") (a wholly-owned
subsidiary of Global Yatirim Holding A.S ("GIH")) for the entire issued and to be issued share capital of the Company
(excluding any shares in the Company already held by Bidco or GIH) shall remain open until 1.00 p.m. (British Summer
Time) today.
Implications of Delisting
As set out in the Delisting Announcement, the Company notes that, from 8:00 am today, shareholders in the Company who
do not accept the Offer will own shares in a company not admitted to trading, with reduced liquidity and no readily
available market price, with a majority shareholder able to exercise significant influence. As a result, it shall be
more difficult to buy and sell shares in the Company and, as such, the value of the Shares may be affected as a
consequence. As majority shareholders, GIH and Bidco will continue to be in a position to determine, for example, the
composition of the board of directors of the Company and management team, the overall strategy of the Company's group,
and the dividend policy or cessation of any dividends.
There may also be taxation or other commercial consequences for shareholders who continue to hold Shares in the
Company. Shareholders who are in any doubt about their tax position should consult their own professional independent
tax adviser.
From 8:00 am today, the Company will no longer be subject to the regulatory and statutory regime which applies to
companies admitted to the standard segment of the Official List and traded on the main market for listed securities of
the LSE.
From 8:00 am today, the Code (as currently in force) will no longer apply to the Company, as it does not have its place
of central management and control in the United Kingdom, Channel Islands or Isle of Man. The Code operates principally
to ensure that shareholders are treated fairly and are not denied an opportunity to decide on the merits of a takeover,
and that shareholders of the same class are afforded equivalent treatment by an offeror. The Code also provides an
orderly framework within which takeovers are conducted. In addition, it is designed to promote, in conjunction with
other regulatory regimes, the integrity of the financial markets.
Whilst the Panel is consulting on certain changes to the application of the rules for formerly listed companies, as a
result of the Code no longer applying to the Company, shareholders should note that certain protections afforded by the
Code will no longer apply (as summarised in the Delisting Announcement).
Terms used but not defined in this announcement have the same meaning given to them in the Delisting Announcement.
ENDS
Enquiries
Company Secretary
Alison Chilcott
Telephone: +44 (0) 7752 169 354
Email: alisonc@globalportsholding.com
Publication on a website
A copy of this announcement will be made available, subject to certain restrictions relating to persons resident in restricted jurisdictions, on the Global Ports Holding PLC's website at https://www.globalportsholding.com/investors/ possible-offer-detail/# promptly and in any event by no later than 12 noon (British Summer Time) on 12 August 2024. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.
----------------------------------------------------------------------------------------------------------------------- Dissemination of a Regulatory Announcement, transmitted by EQS Group. The issuer is solely responsible for the content of this announcement.
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ISIN: GB00BD2ZT390 Category Code: MSCH TIDM: GPH LEI Code: 213800BMNG6351VR5X06 Sequence No.: 339519 EQS News ID: 1964403 End of Announcement EQS News Service =------------------------------------------------------------------------------------
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(END) Dow Jones Newswires
August 09, 2024 03:00 ET (07:00 GMT)
