Credit Suisse International v Stichting Vestia Groep

Scheme Effective and Completion of the Acquisition

Retrieved on: 
Monday, June 20, 2022
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The Acquisition will be made solely through the Scheme Document (or, if the Acquisition is implemented by way of a Takeover Offer, the offer document), which will contain the full terms and conditions of the Acquisition, including details of how to vote in respect of the Acquisition.

Key Points: 
  • The Acquisition will be made solely through the Scheme Document (or, if the Acquisition is implemented by way of a Takeover Offer, the offer document), which will contain the full terms and conditions of the Acquisition, including details of how to vote in respect of the Acquisition.
  • Any acceptance or other response to the Acquisition should be made only on the basis of the information in the Scheme Document (or, if the Acquisition is implemented by way of a Takeover Offer, the offer document).
  • Further details in relation to Overseas Shareholders will be contained in the Scheme Document.
  • Doing so may render invalid any related purported vote in respect of the Acquisition.

Delisting and Cancellation to Trading of Hibernia REIT Shares

Retrieved on: 
Monday, June 20, 2022
Trustee, London Stock Exchange, Central bank, Person, Financial Conduct Authority, Euronext Dublin, FCA, Central Bank of Ireland, PRA, Court, Knowledge, Scheme, Jos Main Market, Official List, Goodbody Stockbrokers, Prudential Regulation Authority (United Kingdom), Acquisition, Credit Suisse, Takeover, Prudential regulation, United Kingdom, Telephone, Documentation, Credit Suisse International v Stichting Vestia Groep, Security (finance), Bank, Hibernia REIT, Goodbody

The listing of Hibernia REIT Shares on the Official List of the FCA and trading in Hibernia REIT Shares on the Main Market of the London Stock Exchange and on Euronext Dublin has been cancelled with effect from 8.00 a.m. (Dublin time) today, 20 June 2022.

Key Points: 
  • The listing of Hibernia REIT Shares on the Official List of the FCA and trading in Hibernia REIT Shares on the Main Market of the London Stock Exchange and on Euronext Dublin has been cancelled with effect from 8.00 a.m. (Dublin time) today, 20 June 2022.
  • 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 published by Hibernia REIT on 27 April 2022.
  • The Hibernia REIT Directors accept responsibility for the information contained in this announcement relating to Hibernia REIT, the Hibernia REIT Group and the Hibernia REIT Directors and members of their immediate families, related trusts and persons connected with them.
  • Any failure to comply with the applicable restrictions may constitute a violation of the securities laws of any such jurisdiction.

SANCTION OF THE SCHEME BY THE HIGH COURT

Retrieved on: 
Wednesday, June 15, 2022
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The Reduction of Capital shall become effective upon registration of the Court Order and minute of reduction by the Registrar of Companies.

Key Points: 
  • The Reduction of Capital shall become effective upon registration of the Court Order and minute of reduction by the Registrar of Companies.
  • 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 published by Hibernia REIT on 27 April 2022.
  • Any failure to comply with the applicable restrictions may constitute a violation of the securities laws of any such jurisdiction.
  • Further details in relation to Overseas Shareholders will be contained in the Scheme Document.

LISTING APPLICATION

Retrieved on: 
Friday, June 10, 2022
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Under the provisions of Rule 8.3 of the Takeover Rules, if any person is, or becomes, interested (directly or indirectly) in, 1 per cent.

Key Points: 
  • Under the provisions of Rule 8.3 of the Takeover Rules, if any person is, or becomes, interested (directly or indirectly) in, 1 per cent.
  • Terms in quotation marks are defined in the Takeover Rules, which can also be found on the Irish Takeover Panels website.
  • Any failure to comply with the applicable restrictions may constitute a violation of the securities laws of any such jurisdiction.
  • Doing so may render invalid any related purported vote in respect of the Acquisition.

Announcement of Date of Scheme Court Hearing to Sanction Scheme

Retrieved on: 
Monday, May 30, 2022
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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 published by Hibernia REIT on 27 April 2022.

Key Points: 
  • 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 published by Hibernia REIT on 27 April 2022.
  • Under the provisions of Rule 8.3 of the Takeover Rules, if any person is, or becomes, interested (directly or indirectly) in, 1 per cent.
  • This requirement will continue until the date on which the offer period ends.
  • Any failure to comply with the applicable restrictions may constitute a violation of the securities laws of any such jurisdiction.

Results of Scheme Meeting and EGM

Retrieved on: 
Tuesday, May 24, 2022
Knowledge, Telephone, PRA, Central Bank of Ireland, Takeover, Financial Conduct Authority, Person, High Court, Goodbody Stockbrokers, Ownership, Acquisition, Condition, United Kingdom, Prudential Regulation Authority (United Kingdom), Irish Takeover Panel, Credit Suisse International v Stichting Vestia Groep, Court, Court of cassation, Central bank, Name, Scheme, Sale, Prudential regulation, Trustee, Credit Suisse, Documentation, Holding company, Mail, Property management, Project Panther Bidco, Hibernia REIT, Goodbody

Completion of the Acquisition remains subject to satisfaction or waiver of the other Conditions set out in the Scheme Document including the sanction by the High Court of the Scheme at the Court Hearing.

Key Points: 
  • Completion of the Acquisition remains subject to satisfaction or waiver of the other Conditions set out in the Scheme Document including the sanction by the High Court of the Scheme at the Court Hearing.
  • It is expected that an application will shortly be made to the High Court to fix the date of the Court Hearing to sanction the Scheme on a date in June 2022.
  • Once this date has been fixed, Hibernia REIT will give notice of this date by issuing an announcement through a Regulatory Information Service.
  • 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.

Information regarding Scheme Meeting and Extraordinary General Meeting

Retrieved on: 
Thursday, May 12, 2022
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The Scheme Meeting will start at 11.15 a.m. (Dublin time) and the EGM will start at 11.30 a.m. (Dublin time) (or, if later, as soon thereafter as the Scheme Meeting, convened for the same date and place, has concluded or has been adjourned).

Key Points: 
  • The Scheme Meeting will start at 11.15 a.m. (Dublin time) and the EGM will start at 11.30 a.m. (Dublin time) (or, if later, as soon thereafter as the Scheme Meeting, convened for the same date and place, has concluded or has been adjourned).
  • While both the Scheme Meeting and the EGM are physical meetings, the Company is providing a two-way teleconferencing facility for Shareholders to listen to the business of the Scheme Meeting and/or EGM, as well as ask questions or raise points related solely to the business of the relevant meeting, remotely.
  • For the avoidance of doubt, this teleconferencing facility will only allow Shareholders to listen to the business of the Scheme Meeting and/or EGM and/or to raise questions or points related solely to the business of the relevant meeting questions.
  • It will not allow Shareholders to vote at the Scheme Meeting or EGM or be counted in the quorum for the relevant meeting.

Announcement relating to approval by the Competition and Consumer Protection Commission

Retrieved on: 
Friday, April 29, 2022
Sale, Central Bank of Ireland, Credit Suisse, FCA, Name, Ownership, Court, Documentation, Person, United Kingdom, Australian Prudential Regulation Authority, Financial Conduct Authority, Company, Trustee, Scheme, Takeover, Telephone, EGM, Irish Takeover Panel, Consumer Protection Committee, CCPC, Competition, Central bank, Goodbody Stockbrokers, Condition, Competition and Consumer Protection Commission, Prudential regulation, Knowledge, PRA, Acquisition, Credit Suisse International v Stichting Vestia Groep, Real estate, Life insurance, Bank, Mail, Hibernia REIT, Project Panther Bidco, Goodbody

The Competition and Consumer Protection Commission (the "CCPC") has now made its determination in respect of the Acquisition and has concluded that it may be put into effect.

Key Points: 
  • The Competition and Consumer Protection Commission (the "CCPC") has now made its determination in respect of the Acquisition and has concluded that it may be put into effect.
  • 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.
  • The Hibernia REIT Directors accept responsibility for the information contained in this announcement relating to Hibernia REIT, the Hibernia REIT Group and the Hibernia REIT Directors and members of their immediate families, related trusts and persons connected with them.
  • Any failure to comply with the applicable restrictions may constitute a violation of the securities laws of any such jurisdiction.

Announcement relating to timing of publication of Scheme Document

Retrieved on: 
Thursday, April 21, 2022
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It is expected, subject to Court directions in relation to the convening of the scheme meeting having been previously received, that the Scheme Document will be published on or around 27 April 2022.

Key Points: 
  • It is expected, subject to Court directions in relation to the convening of the scheme meeting having been previously received, that the Scheme Document will be published on or around 27 April 2022.
  • The Company anticipates that the scheme meeting (and related extraordinary general meeting) will be convened to be held before the end of May 2022.
  • Except as otherwise defined herein, capitalised terms used but not defined in this announcement have the same meanings as given to them in the Announcement.
  • Further details in relation to Overseas Shareholders will be contained in the Scheme Document.

Delisting and cancellation of trading from the London Stock Exchange

Retrieved on: 
Monday, January 10, 2022
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Capitalised terms used but not dened in this announcement shall have the meanings given to them in the Final Offer Document.

Key Points: 
  • Capitalised terms used but not dened in this announcement shall have the meanings given to them in the Final Offer Document.
  • This announcement has been prepared in accordance with U.K. style and practice for the purpose of complying with the laws of England and Wales and the rules of the London Stock Exchange.
  • Any information about such purchases will be disclosed as required in the United Kingdom and the United States and, if required, will be reported via a Regulatory Information Service of the London Stock Exchange and available on the London Stock Exchange website at www.londonstockexchange.com.
  • All times shown in this announcement are to the local time in London, United Kingdom, unless otherwise stated.