23rd November 2021
Premier Miton Group plc
Statement re possible offer for River and Mercantile Group PLC
Premier Miton Group plc (“Premier Miton”) notes the recent media speculation in relation to River and Mercantile Group PLC (“River and Mercantile”) and confirms that it has approached the Board of River and Mercantile to explore potentially acquiring the entire issued and to be issued share capital of River and Mercantile (the “Proposal”) through the issue of shares.
Any combination with River and Mercantile would be conditional on, inter alia, the successful completion of the proposed sale of its Solutions business to Schroders and the subsequent distribution of the net cash proceeds to River and Mercantile's shareholders.
Premier Miton is an established, well-capitalised and profitable fund management operation, with a strong balance sheet and attractive dividend policy. Premier Miton believes the scale and synergy benefits arising from a combination with River and Mercantile would drive value accretion for both sets of shareholders.
Premier Miton's management team is experienced in assessing and executing strategic opportunities and has recent and relevant integration experience following its own successful merger of Premier Asset Management Group and Miton Group in 2019.
Premier Miton has been assessing the merits of a combination with River and Mercantile for a period of time and believes the scale and cultural alignment between the respective businesses would deliver a balanced and resilient business across a diversified product offering, enabling employees of the combined businesses to maximise their potential.
This announcement does not amount to a firm intention to make an offer under Rule 2.7 of the Code and there can be no certainty that any transaction will ultimately be forthcoming.
Premier Miton looks forward to continuing its positive engagement with the River and Mercantile Board.
Takeover Code
In accordance with Rule 2.6(a) of the Code, Premier Miton is required, by not later than 5.00 pm (London time) on 21st December 2021 to announce a firm intention to make an offer for the shares of River and Mercantile in accordance with Rule 2.7 of the Code or announce 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 Panel in accordance with Rule 2.6(c) of the Code.
In the event that Premier Miton announces that it does not intend to make an offer for River and Mercantile, Premier Miton and any person acting in concert with it will be prevented from announcing an offer or possible offer for River and Mercantile or taking certain other action for six months from the date of such announcement, except in the circumstances permitted by Note 2 to Rule 2.8 of the Code and specified in the announcement.
A further announcement will be made as and when appropriate.
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