WSP Global Inc. WSP Global Inc. Offer Update on Irrevocables (7360D)

TIDMCSG

RNS Number : 7360D

WSP Global Inc.

08 July 2016

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

8 July 2016

CASH OFFER

for

Sweett Group plc ("Sweett")

WSP Global Inc. ("WSP")

to be effected by means of a Scheme of Arrangement

under Part 26 of the Companies Act 2006

Update on irrevocable undertakings

Further to its recommended cash offer announcement released on 25 May 2016, the Scheme Document dated 8 June 2016 and the Supplementary Circular dated 21 June 2016, WSP announces a revision to the irrevocable undertaking given by Close Asset Management Holdings Limited ("CAMHL"). Following the sale of a further 11,278 Sweet Shares by CAMHL, having received instructions from the relevant beneficial owners of such shares, the number of Sweett Shares over which CAMHL has provided an irrevocable undertaking has fallen to 3,013,613 Sweet Shares, representing approximately 4.39 per cent. of the share capital of Sweett in issue on 7 July 2016 (being the last Business Day prior to the date of this announcement).

In aggregate, therefore, irrevocable undertakings to vote in favour of the Scheme at the Court Meeting and in favour of the Special Resolution to be proposed at the General Meeting, have been received in respect of up to 11,243,629 Sweett Shares, representing approximately 16.37 per cent. of the share capital of Sweett in issue on 7 July 2016 (being the last Business Day prior to the date of this announcement).

If Cyril Sweett Trustee Company Limited does not receive any instructions from Share Incentive Plan Participants to abstain or vote against the Scheme at the Court Meeting and in favour of the Special Resolution to be proposed at the General Meeting, total irrevocable undertakings received shall be in respect of up to 19,149,410 Sweett Shares, representing approximately 27.88 per cent. of the share capital of Sweett in issue on 7 July 2016 (being the last Business Day prior to the date of this announcement).

On 24 June 2016, the boards of Sweett and Currie & Brown Holdings Limited announced a recommended cash offer at 42 pence per Sweet Share and the board of Sweett announced that it had withdrawn its recommendation to Sweett Shareholders to vote in favour of the Acquisition. In light of this, the Chairman of each of the Court Meeting and the General Meeting scheduled for 29 June 2016 adjourned the meetings.

On 30 June 2016, the board of WSP confirmed that its cash offer of 35 pence per Sweett Share is final, and that this offer will not be increased.

Capitalised terms in this announcement, unless otherwise defined, have the same meaning given to them in the Scheme Document dated 8 June 2016.

 
 Enquiries: 
 WSP Global Inc. 
 Pierre Shoiry - Chief Executive 
  Officer                              +1 (514) 340 
  Alexandre L'Heureux - Chief           0046 
  Financial Officer and incoming        +1 (514) 340 
  CEO                                   0046 
  Isabelle Adjahi - Vice President,     +1 (514) 340 
  Investor Relations and Corporate      0046 
  Communications 
  Paul Dollin - Chief Operating         +44 (0) 20 7314 
  Officer                               5000 
 Opus Corporate Finance LLP (WSP's 
  Financial Adviser) 
                                       +44 (0) 20 7025 
 Malcolm Strang                         3600

Opus, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for WSP and no one else in connection with the Acquisition and the other matters referred to in this announcement and the Scheme Document and will not be responsible to anyone other than WSP for providing the protections afforded to clients of Opus or for providing advice in connection with the Acquisition or any matter or arrangement referred to herein.

A copy of this announcement will be available free of charge, subject to certain restrictions relating to persons resident in Restricted Jurisdictions, on the investor relations section of WSP at www.wsp-pb.com by no later than 12.00 noon (London time) on the Business Day following this announcement. The contents of WSP's website nor those of any other website accessible from hyperlinks on WSP's website, are incorporated into or form part of this announcement.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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July 08, 2016 12:09 ET (16:09 GMT)

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