Company name Aer Lingus Group PLC
Headline Declaration of IAG Offer as wholly unconditional


RNS Number : 4219W
Aer Lingus Group PLC
18 August 2015
 

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY (IN WHOLE OR IN PART) IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

 

Aer Lingus Group plc ("Aer Lingus")

 

ISE: EIL1                    LSE: AERL

 

Aer Lingus welcomes declaration of IAG Offer as wholly unconditional

 

Dublin & London, 18 August 2015:  Aer Lingus Group plc ("Aer Lingus") welcomes today's announcement by International Consolidated Airlines Group S.A. ("IAG") that IAG has received confirmation of the valid acceptance of its Offer in respect of all of the shares held by the Ryanair Group and that the Offer is now wholly unconditional as all of the conditions have been satisfied.

Aer Lingus also notes that:

·     As at  1300 (Irish time) on 18 August 2015, AERL Holding Limited ("AERL Holding"), the wholly-owned subsidiary of IAG, had received valid acceptances of the Offer for  517,490,180 Aer Lingus shares, representing 95.77 per cent of the existing issued share capital of Aer Lingus;

·     The Offer will remain open for acceptance until the final closing date of 1500 (Irish time) on 1 September 2015 and that IAG has encouraged Aer Lingus shareholders who have not yet accepted the Offer to do so without delay; and

·     AERL Holding is in receipt of valid acceptances in respect of more than 75 per cent of Aer Lingus shares and the Offer is wholly unconditional and as such AERL Holding has requested Aer Lingus to apply for cancellation of its share listings by the Irish Stock Exchange and UK Listing Authority and the cancellation of the admission to trading of Aer Lingus shares on the Irish Stock Exchange and London Stock Exchange. 

Finally Aer Lingus notes IAG's confirmation that:

·     All Aer Lingus shareholders who have validly accepted the Offer by 1300 (Irish time) on 18 August 2015 will be paid on or before 1 September 2015;

·     Shareholders who accept after this time but while the Offer remains open for acceptance will be paid within 14 days after the date of their acceptance; and

·     Payment will be made in the manner described in the Offer Document and in accordance with the requirements of the Irish Takeover Rules.

The Offer document containing the full terms and conditions of the recommended cash offer by AERL Holding for the entire issued and to be issued ordinary share capital of Aer Lingus, was posted to Aer Lingus shareholders on 19 June 2015.

 

Defined terms which are not defined in this announcement have the same meaning given to them in the Offer Document posted on 19 June 2015.

 

For further information please visit www.aerlingus.com or contact:

 

Investors & Analysts




Catherine McGuinness

Aer Lingus Investor Relations

Tel:

+353 1 886 2228

 

Media




Nuala Buttner

Q4 Public Relations

Tel:

+353 87 1744 275

                                       

Goldman Sachs International



Eduard van Wyk

Financial Advisor

Tel:

+ 44 20 7774 1000

Nick Harper








 

The directors of Aer Lingus Group plc accept responsibility for the information contained in this announcement relating to Aer Lingus, the Aer Lingus Group, the directors of Aer Lingus and members of their immediate families, related trusts and persons connected with them.  To the best of the knowledge and belief of the directors of Aer Lingus (who have taken all reasonable care to ensure that such is the case) the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.

 

The release, publication or distribution of this announcement in or into certain jurisdictions may restricted by the laws of those jurisdictions. Accordingly, copies of this announcement and all other announcements relating to the combination are not being, and must not be, released, published, mailed or otherwise forwarded, distributed or sent in, into or from any restricted jurisdiction. Persons receiving such announcements (including, without limitation, nominees, trustees and custodians) should observe these restrictions. Failure to do so may constitute a violation of the securities laws of any such jurisdiction. To the fullest extent permitted by applicable law, the companies involved in the combination disclaim any responsibility or liability for the violations of any such restrictions by any person.

 

Goldman Sachs International, which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting exclusively for Aer Lingus and no one else in connection with the matters referred to in this announcement and will not be responsible to anyone other than Aer Lingus for providing the protections afforded to clients of Goldman Sachs International, or for providing advice in connection with the matters referred to in this announcement.

 

 

 

 

 


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