Liberty Global will proceed today with the mandatory re-opening of its voluntary and now unconditional public takeover bid by its indirect wholly-owned subsidiary, Liberty Global Belgium Holding B.V. (the Offeror) for the 6.57% shares of Telenet Group Holding NV (Telenet) that the Offeror does not already own or that are not held by Telenet, at a price of €21.00 per share (after deduction of the €1.00 gross dividend approved by Telenet’s ordinary general meeting of 26 April 2023 and paid on 5 May 2023) (the Offer).
The subsequent acceptance period will be opened at 9:00am CET on Thursday 24 August 2023 and will close on Wednesday 13 September 2023 at 4:00pm CET. Shareholders who have not yet accepted the Offer will thus be able to accept the Offer in this period.
After settlement of the initial acceptance period on 26 July 2023, the Offeror owned (taking into account the 3,500,526 treasury shares that were held by Telenet at that time) 93.56%* of the shares of Telenet. On 1 and 4 August 2023, 138,156 treasury shares were transferred by Telenet to the beneficiaries of Restricted Share Plan 2021 and Restricted Share Plan 2022 pursuant to the vesting of shares previously issued under those share plans in accordance with their terms and conditions. The Offeror (taking into account the 3,362,370 treasury shares held by Telenet) therefore now owns 93.43% of the shares of Telenet. The transferred treasury shares are subject to the Offer.
Since settlement of the initial acceptance period the free float of the Telenet shares has been limited to 6.57%.* The re-opening gives investors who missed the initial acceptance period or those seeking additional liquidity the opportunity to still accept the Offer.
The results of the subsequent acceptance period will be announced on or before 20 September 2023. Payment of the offer price of the shares tendered during the subsequent acceptance period will be made on or before 27 September 2023. If, following the Offer, the Offeror, together with Telenet, owns at least 95% of the shares of Telenet and has acquired, by acceptance of the Offer, at least 90% of the shares that are the subject of the Offer (i.e. resulting in 96.23% ownership), the Offer will be followed by a simplified squeeze-out bid subject to the same financial conditions as the Offer.
*As a consequence of a third party factual error in the centralisation of the acceptances, the press releases of Telenet and
Liberty Global of 19 July 2023 erroneously indicated that 101,018,038 shares were owned by the Offeror as a result from the
Telenet shares that were tendered during the initial acceptance period instead of the actual 101,387,378 that were owned by
the Offeror as result from the Telenet shares that were tendered during the initial acceptance period. The Offeror therefore
owned (taking into account the 3,500,526 treasury shares that were held by Telenet at that time) 93.56% of the shares of
Telenet and not 93.23% as indicated in the press releases of 19 July 2023.
**This number takes into account the 138,156 transferred treasury shares.
