Statement Regarding Pendragon PLC (“Pendragon”)
THIS IS AN ANNOUNCEMENT OF A POSSIBLE OFFER FALLING UNDER RULE 2.4 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE"). IT DOES NOT REPRESENT A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE. ACCORDINGLY, THERE CAN BE NO CERTAINTY THAT ANY FIRM OFFER WILL BE MADE. THIS PRESS RELEASE WAS ORIGINALLY PUBLISHED AS A REGULATORY STATEMENT VIA THE LONDON STOCK EXCHANGE’S REGULATORY NEWS SERVICE, AVAILABLE VIA THIS LINK: https://www.londonstockexchange.com/news-article/market-news/statement-regarding-pendragon-plc/15644687
Further to Pendragon’s recent announcement, Hedin Mobility Group AB (publ) (“Hedin Mobility”) confirms that on 21 September 2022 it approached the Board of Pendragon with a proposal for a cash offer at 29 pence per share for the entire issued and to be issued share capital of Pendragon not already owned by Hedin Mobility, subject to limited confirmatory due diligence and the recommendation of the Board of Pendragon, among other conditions (the “Proposal”). Hedin Mobility reserves the right to waive these conditions at a later date.
Hedin Mobility believes in the long term potential of Pendragon and will not consider or accept any other offers for its current shareholding in Pendragon.
There is no certainty that Hedin Mobility’s approach will result in a firm offer for Pendragon.
A further announcement will be made as and when appropriate.
Rule 2.6(a) of the Code requires that Hedin Mobility, by no later than 5.00 p.m. on 24 October 2022, being 28 days following this announcement, either announces a firm intention to make an offer for Pendragon in accordance with Rule 2.7 of the Code or announces that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline can be extended with the consent of the Takeover Panel in accordance with Rule 2.6(c) of the Code.
This announcement is not a firm intention to make an offer and accordingly there can be no certainty that an offer will be made. A further announcement will be made if and when appropriate.
For the purposes of Rule 2.5 of the Code, Hedin Mobility reserves the right to:
- reduce the offer consideration by the amount of any dividend or other distribution or return of capital which is paid or becomes payable by Pendragon after the date of this announcement;
- vary the form of consideration as set out above and/or introduce other forms of consideration; or
- make an offer at any time for less than 29 pence per Pendragon share: (i) with the agreement or recommendation of the board of Pendragon; (ii) if a third party announces a firm intention to make an offer for Pendragon pursuant to Rule 2.7 of the Code, which at that date is valued at a price lower than 29 pence per Pendragon share; or (iii) following the announcement by Pendragon of a Rule 9 waiver pursuant to the Code.
Enquiries:
Hedin Mobility (Prosek Partners)
+44 (0) 7773 331589
Philip Walters
Deutsche Bank, Financial Adviser to Hedin Mobility
+44 (0) 20 7545 8000
Derek Shakespeare
Jan Olsson
Raed El Dana
About Hedin Mobility Group
Hedin Mobility Group is one of Europe's largest privately owned mobility providers. The Group employs more than 6,300 people and operates approximately 240 dealerships in eight countries. Net sales in 2021 was SEK 28.2 billion and the Group sold more than 125,000 vehicles*.
Hedin Mobility Group provides sales of new and used passenger cars, commercial vehicles and trucks, as well as aftermarket services, to both private and corporate customers. The Group represents approximately 40 brands and is also the importer for Ford in Sweden; Renault, Dacia and Alpine in Sweden and Denmark; Hongqi in Sweden and the Netherlands; Dodge and RAM in Europe; and for INEOS Grenadier in 11 countries**, as well as distributor for MG in Sweden and for BYD in Sweden and Germany.
In addition, the Group's operations include wholesale and distribution operations of tires and spare parts, the car rental company Mabi Mobility AB, the private leasing company Car to Go Sweden AB, the corporate leasing company Unifleet AB and co-ownership in Pendragon PLC and iMove AS.
www.hedinmobilitygroup.com
Hedin Mobility Group is part of the Hedin Group together with Tuve Bygg AB and I.A. Hedin Fastighet AB. Hedin Group is also a partner in Consensus Asset Management and Ripam Invest AB, which owns Marstrands Kurhotell, Kurbadhus and Societetshus.
www.hedingroup.com
* Including approx. 21,500 vehicles attributable to operations transferred from Hedin Group AB in October 2021.
** Belgium, the Netherlands, Luxembourg, Sweden, Denmark, Norway, Finland, Estonia, Latvia, Lithuania and Switzerland.
