NOT
FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART,
DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO
DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF SUCH JURISDICTION.
THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.8 OF THE CITY
CODE ON TAKEOVERS AND MERGERS (THE "CODE").
THIS ANNOUNCEMENT CONTAINS INSIDE
INFORMATION.
FOR
IMMEDIATE RELEASE.
11 July
2024
Crimson Tide
plc
("Tide", "Group" or
"Company")
Statement of no intention to
make an offer from Ideagen Ltd
Further to the announcement by Tide
on 21 June 2024 that it had received a conditional and non-binding proposal from Ideagen Limited
("Ideagen") regarding a
possible cash offer for the Company, Tide has today been informed
that on reflection and after positive and constructive discussions
between the parties Ideagen has concluded that they will not pursue
an offer for Tide in view of other priorities. Accordingly,
Ideagen no longer intends to make an offer
for Tide under Rule 2.7 of the Code.
In Tide's recently reported results
for the year ended 31 December 2023 the Group reported revenue
growth of 15% to £6.2m (2022: £5.4m) and a return to
operational profitability. Reported ARR was stable at £5.8m,
despite some previously reported and unavoidable churn in FY23 and
the balance sheet remains robust with current cash at £2.6m (FY23:
£3.3m). Last year, significant investment went into mpro5, the
Company restructured its sales team and appointed a new CEO. The
Tide board of directors looks to the future with confidence and
believes its range of pipeline opportunities provide a solid basis
for another year of growth in FY24 and beyond.
This is a statement to which Rule
2.8 of the Code applies. As a result of this announcement, Ideagen
will, together with any party acting in concert with it, be bound
by the restrictions contained in Rule 2.8 of the Code.
For the purpose of Rule 2.8 of the
Code, Ideagen, and any person(s) acting in concert with it,
reserves the right to make or participate in an offer for Tide
(and/or take any other action which would otherwise be restricted
under Rule 2.8 of the Code) within six months of the date of this
announcement:
a) with the
agreement of the board of directors of Tide;
b) following
the announcement of a firm intention to make an offer for Tide by
or on behalf of a third party;
c) if Tide
announces a Rule 9 waiver proposal (as described in Note 1 on
Dispensations from Rule 9 of the Code) or a reverse takeover (as
defined in the Code);
d) if there has
been a material change of circumstances (as determined by the Panel
on Takeovers and Mergers (the "Panel")); or
e) in such other
circumstances as the Panel may permit.
This announcement is made with the
consent of Ideagen.
Enquiries
|
Crimson Tide plc
Barrie Whipp / Jacqueline Daniell /
Phil Meyers
Cavendish Capital Markets Limited
(Nominated Adviser and Broker)
Julian Blunt / Henrik Persson /
Callum Davidson / Dan Hodkinson
Corporate Finance
Andrew Burdis - Corporate
Broking
Alma PR
Josh Royston
|
+44 1892
542444
020 7220
0500
+44 7780
901979
|
Important
information
Cavendish Capital Markets Limited
("Cavendish"), which is
authorised and regulated in the United Kingdom by the Financial
Conduct Authority, is acting as financial adviser exclusively for
Tide and no one else in connection with the matters set out in this
announcement and will not regard any other person as its client in
relation to the matters in this announcement and will not be
responsible to anyone other than Tide for providing the protections
afforded to clients of Cavendish nor for providing advice in
relation to any matter referred to herein.
This announcement is not intended
to, and does not constitute, an offer to sell or the solicitation
of an offer to subscribe for or buy, or an invitation to subscribe
for or to purchase any securities, or the solicitation of any vote,
in any jurisdiction. This is an
announcement under Rule 2.8 of the Code and does not constitute an
announcement of a firm intention to make an offer under Rule 2.7 of
the Code.
The release, publication or
distribution of this announcement in jurisdictions outside the
United Kingdom may be restricted by law and therefore persons into
whose possession this announcement comes should inform themselves
about, and observe such restrictions. Any failure to comply with
such restrictions may constitute a violation of the securities law
of any such jurisdiction.