Imagination Technologies Group plc (LSE: IMG, “Imagination”, “the Group”) announces that over the last few weeks it has received interest from a number of parties for a potential acquisition of the whole Group. The Board of Imagination has therefore decided to initiate a formal sale process for the Group and is engaged in preliminary discussions with potential bidders.
The sale process for the MIPS and Ensigma operations, which commenced on 4 May 2017, is progressing well and indicative proposals have been received for both businesses.
Further to the announcement on 4 May 2017, Imagination remains in dispute with Apple Inc.
Imagination has agreed with the UK Takeover Panel (the “Panel”) that any such discussions with third parties may be conducted within the formal sale process framework set out in Note 2 on Rule 2.6 of the Takeover Code (the “Code”). The Panel has granted a dispensation from the requirements of Rules 2.4(a), 2.4(b) and 2.6(a) of the Code such that any interested party will not be required to be publicly identified as a result of this announcement (subject to Note 3 to Rule 2.2 of the Code) and will not be subject to the 28 day deadline referred to in Rule 2.6(a), for so long as it is participating in the formal sale process.
There can be no certainty that any offer will be made for Imagination, nor that any transaction will be executed, nor as to terms of any such offer or transaction.
Parties interested in participating in the formal sale process will be required to enter into a confidentiality agreement with the Company on reasonable terms satisfactory to the board of Imagination before being permitted to participate in the process and to receive information. Interested parties should note Rule 21.2 of the Code, which prohibits any form of inducement fee or other offer related arrangement, and that Imagination has not requested any dispensation from this prohibition under Note 2 of Rule 21.2 at this stage.
Interested parties are invited to contact Rothschild (contact details below), who are assisting with the formal sale process and with the sale process for MIPS and Ensigma. Further announcements regarding timings for the formal sale process will be made when appropriate.
As a consequence of this announcement an “Offer Period” has commenced in respect of Imagination in accordance with the rules of the Code and the dealing disclosure requirements below will apply.
This announcement contains inside information.
A further announcement will be made as and when appropriate.
