TIDMEQIX TIDMTCY
RNS Number : 0561M
Equinix, Inc
15 January 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 OF
SUCH JURISDICTION.
FOR IMMEDIATE RELEASE
15 January 2016
RECOMMENDED CASH AND SHARE OFFER
FOR TELECITY GROUP PLC
BY
EQUINIX, INC.
Scheme Becomes Effective
On 29 May 2015, the Boards of TelecityGroup PLC
("TelecityGroup") and Equinix, Inc. ("Equinix") announced that they
had agreed the terms of a recommended cash and share offer for the
entire issued and to be issued ordinary share capital of
TelecityGroup by Equinix (or one of its wholly-owned subsidiaries),
to be effected by means of a scheme of arrangement of TelecityGroup
under Part 26 of the Companies Act 2006 (the "Scheme"). A circular
in respect of the Scheme was sent by TelecityGroup to TelecityGroup
Shareholders on 24 November 2015 (the "Scheme Document").
TelecityGroup and Equinix are pleased to announce that the
Scheme has today become effective in accordance with its terms.
This follows the Court's sanction of the Scheme at the Scheme Court
Hearing on 13 January 2016.
Dealings in TelecityGroup Shares have been suspended with effect
from 7.30 a.m. (GMT) today and the cancellation of the listing of
TelecityGroup Shares on the premium segment of the Official List
and the main market of the London Stock Exchange is expected to
take effect at 8.00 a.m. (GMT) on 18 January 2016. The listing of,
and commencement of dealings in, Equinix Consideration Shares on
NASDAQ is now expected to take place by 5.00 p.m. (GMT) on 19
January 2016.
Under the terms of the Scheme, for each Scheme Share held,
Scheme Shareholders will receive 572.5 pence in cash and 0.0336
Equinix Consideration Shares (subject to any successful Mix and
Match Elections). The Consideration to be paid to Scheme
Shareholders pursuant to the Scheme is expected to be despatched by
29 January 2016, as set out on page twelve of the Scheme
Document.
As noted in the Scheme Document, Mix and Match Elections made by
TelecityGroup Shareholders under the Mix and Match Facility will be
satisfied only to the extent that other TelecityGroup Shareholders
made off setting elections. To the extent that Mix and Match
Elections cannot be satisfied in full, they will be scaled down on
a pro rata basis. As a result, TelecityGroup Shareholders who have
made a Mix and Match Election will not know the exact number of
Equinix Consideration Shares or the amount of cash they will
receive until settlement of the consideration due to them which is
expected to occur later this month.
Except as otherwise defined herein, capitalised terms used but
not defined in this announcement have the same meanings as given to
them in the Scheme Document.
Contacts
Equinix
Investors
Katrina Rymill +1 650 598 6583
Paul Thomas +1 650 598 6442
Media
Sally Comollo +1 781 366 5580
Claire Macland +44 750 783 4784
Tulchan Communications +44 207 353 4200
Andrew Grant Stephen Malthouse Tom Murray
TelecityGroup
Investors
Rosie Wilkins +44 (0)20 3229 1138
Media
Brunswick +44 (0)20 7404 5959
Sarah West
Aideen Lee
Important Notices
In accordance with Rule 26.1 of the Code, a copy of this
announcement will be available, subject to certain restrictions
relating to persons resident in certain jurisdictions, on Equinix's
website at www.equinix.com and TelecityGroup's website at
www.telecitygroup.com/investor-centre/investor-centre-home.htm. For
the avoidance of doubt, save as expressly referred to herein, the
contents of those websites are not incorporated into and do not
form part of this announcement.
The directors of TelecityGroup and Equinix accept responsibility
for the information contained in this document. To the best of the
knowledge and belief of those directors (who have taken all
reasonable care to ensure that such is the case), the information
contained in this document is in accordance with the facts and does
not omit anything likely to affect the import of such
information.
This announcement is not intended to and does not constitute or
form part of any offer to sell or subscribe for or any invitation
to purchase or subscribe for any securities or the solicitation of
any vote or approval in any jurisdiction pursuant to the
transaction or otherwise nor will there be any sale, issuance or
transfer of securities in any jurisdiction in contravention of
applicable laws. The Offer has been and will be implemented solely
pursuant to the Scheme Document, which contains the full terms and
conditions of the Offer.
This announcement contains certain forward-looking statements
with respect to TelecityGroup and Equinix. 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 announcement 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 in particular the
basis on which the commitments will be implemented. You are
therefore cautioned not to place undue reliance on these
forward-looking statements, which speak only as at the date of this
announcement. Equinix and TelecityGroup do not assume any
obligation to update or correct the information contained in this
announcement (whether as a result of new information, future events
or otherwise), except as required by applicable law.
Notice to Overseas Shareholders
The release, publication or distribution of this announcement
(in whole or in part) in jurisdictions other than the United
Kingdom may be restricted by law and therefore any persons into
whose possession this announcement comes should inform themselves
about, and observe, any applicable legal and regulatory
requirements. Any failure to comply with any applicable
requirements may constitute a violation of the securities laws of
any such jurisdiction. This announcement has been prepared for the
purposes of complying with English law and the City Code and the
information disclosed may not be the same as that which would have
been disclosed if this announcement had been prepared in accordance
with the laws of any jurisdictions outside the United Kingdom.
Copies of this announcement and all documents relating to the
Offer are not being, and must not be, directly or indirectly,
mailed or otherwise forwarded, distributed or sent in, into or from
a jurisdiction where to do so would violate the laws in that
jurisdiction, and persons receiving this announcement and all
documents relating to the Offer (including custodians, nominees and
trustees) must not mail or otherwise distribute or send them in,
into or from such jurisdictions where to do so would violate the
laws in that jurisdiction.
Persons who are not resident in the United Kingdom should inform
themselves of, and observe, any applicable legal or regulatory
requirements.
Additional information for US investors
None of the securities referred to in the Scheme Document have
been approved or disapproved by the US Securities and Exchange
Commission (the "SEC"), any state securities commission in the
United States or any other US regulatory authority, nor have such
authorities passed upon or determined the adequacy or accuracy of
the Scheme Document. Any representation to the contrary is a
criminal offence in the United States.
The Equinix Consideration Shares to be issued under the Scheme
have not been registered under the U.S. Securities Act, or
applicable state securities laws and are being issued in reliance
on the exemption from registration set forth in Section 3(a)(10)
thereof on the basis of the approval of the Court.
Any securities to be offered in the Scheme or pursuant to the
Offer as described in the Scheme Document have not been and will
not be registered under the Securities Act, or under the securities
laws of any state, province, territory, district or other
jurisdiction of the United States, or of Canada, Australia or
Japan. Accordingly, such securities may not be offered, sold or
delivered, directly or indirectly, in or into such jurisdictions
except pursuant to exemptions from applicable requirements of such
jurisdictions.
This information is provided by RNS
The company news service from the London Stock Exchange
END
OUPGGURWGUPQGPA
(END) Dow Jones Newswires
January 15, 2016 08:00 ET (13:00 GMT)
Telecity (LSE:TCY)
과거 데이터 주식 차트
부터 4월(4) 2024 으로 5월(5) 2024
Telecity (LSE:TCY)
과거 데이터 주식 차트
부터 5월(5) 2023 으로 5월(5) 2024
