Liberty Global will reopen its offer as a simplified squeeze-out on 22 September 2023
Telenet will become 100% owned by Liberty Global. Telenet shares delisted at close of trade on 13 October 2023
The enclosed information constitutes regulated information as defined in the Royal Decree of 14 November 2007 on the obligations of issuers of financial instruments admitted to trading on a regulated market.
Mechelen, September 20, 2023 - Telenet Group Holding NV (“Telenet” or the “Company”) (Euronext Brussels: TNET) notes the announcement by Liberty Global plc (“Liberty Global”) of the results of the mandatory reopening of the voluntary and now unconditional public takeover bid by its indirect wholly-owned subsidiary, Liberty Global Belgium Holding B.V. (the “Offeror”) for all the shares of Telenet that it did not already own or that were not held by Telenet (the “Offer”) and announcement that the Offer will be reopened as a simplified squeeze-out.
Liberty Global announced today it received acceptances for 3,164,944 Telenet shares1 during the mandatory reopening period, which ended on 13 September 2023. These acceptances, together with the Telenet shares already held by the Offeror and Telenet represent 96.26% of the total shares issued by Telenet.
Payment of the offer price for the tendered shares (€21.00 per share after deduction of the €1.00 gross dividend approved by Telenet’s ordinary general meeting of 26 April 2023 and paid on 5 May 2023) will take place on the payment date, 21 September 2023.
Following the payment date, the Offeror will reopen the Offer as a simplified squeeze-out bid (the “Simplified Squeeze-Out”), subject to the same financial conditions as the Offer.
The Simplified Squeeze-Out will open at 9:00am CET on 22 September 2023 and will close at 4:00pm CET on 13 October 2023 (the “Simplified Squeeze-Out Period”). Shareholders who have not yet accepted the Offer will be able to accept the Offer during the Simplified Squeeze-Out Period.
The results of the Simplified Squeeze-Out will be announced on or before 20 October 2023.
Shares not tendered by the end of the Simplified Squeeze-Out Period will be deemed to have automatically transferred to the Offeror at the end of the Simplified Squeeze-Out Period, and the funds required to pay the offer price for such non-tendered shares will be deposited with the Deposit and Consignment Office (Deposito- en Consignatiekas).
On 13 October 2023, at the end of the Simplified Squeeze-Out Period, all Telenet shares will be delisted from Euronext Brussels.
As a reminder, the prospectus (including the valuation report by Lazard BV/SRL, which has been appointed as independent expert by the independent directors of the Company, in accordance with article 23 of the royal decree of 27 April 2007 on public takeovers), the response memorandum and the acceptance form are available on the following website: shareholder-offer.be.
In accordance with its obligations under Belgian law, the Board of Directors, with the support of its financial and legal advisors, has reviewed the Offer and assessed the terms and conditions thereof. The independent directors appointed Lazard BV/SRL as independent expert in accordance with article 23 of the royal decree of 27 April 2007 on public takeovers. Telenet’s Board of Directors unanimously supports and recommends the Offer. The Board of Directors has provided its formal opinion in the response memorandum which is attached to the prospectus as mentioned above.
1 Including for 380,691 Telenet shares that are subject to lock-up provisions, with settlement only upon completion of the simplified squeeze-out.
This document has been released on September 20, 2023, at 07.30 CET
