Response to Publication of GardaWorld Offer Document

Nachrichtenquelle: globenewswire
19.10.2020, 08:00  |  123   |   |   

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, 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.

FOR IMMEDIATE RELEASE

LEI: 549300L3KWKK8X35QR12

18 October 2020

Response to Publication of GardaWorld Offer Document

The Board of G4S plc (“G4S” or the “Company”) notes  GardaWorld Security Corporation (“GardaWorld”)’s announcement on 17 October 2020 (the “Announcement”) confirming that GardaWorld has posted an offer document containing the full terms and conditions of its unsolicited offer to acquire the entire issued and to be issued share capital of G4S for 190 pence in cash per share (the “Offer”), which follows GardaWorld’s announcement on 30 September 2020 pursuant to Rule 2.7 of the City Code on Takeovers and Mergers (the “Code”).

The terms of the Offer remain unchanged from those contained in GardaWorld’s announcement on 30 September 2020, which the Board unanimously rejected on the basis that it significantly undervalues the Company and its prospects and is not in the best interests of shareholders or other stakeholders.

When assessing the value of G4S, what matters is the strength of the Company’s current position, performance and its future prospects.

In rejecting the GardaWorld offer, the Board has taken a number of important factors into account, including the following:

  • G4S has been fundamentally re-positioned and is a focused, industry-leading global security company.
  • G4S operates in a market underpinned by sustainable long-term growth dynamics and does so from a position of great strength with an unmatched market footprint, a valuable global brand and market leading capabilities in the delivery of integrated security solutions.
  • G4S has a clear and compelling strategy and management is delivering a strong operating and financial performance as evidenced by the Company’s nine month trading update published on 14 October 2020.
  • G4S has a strong balance sheet that provides flexibility to deliver its strategy and provides strong and reliable support for the G4S pension funds.
  • G4S has a clear set of strategic priorities:
    • Growth – continue to drive organic growth and accelerate growth in risk consulting and technology solutions.
    • Profitability – focus on proven higher value solutions to drive positive margin mix alongside further efficiencies.
    • Deliver strong free cash flow.
  • The timing of GardaWorld’s Offer is highly opportunistic, and the Offer continues to significantly undervalue the Company when assessed across a number of measures including historic performance, trading and transaction multiples and on fundamental and intrinsic value.
  • GardaWorld is a very highly leveraged business that has grown through a string of acquisitions and which has incurred net losses of C$940 million over the past three years. We believe that GardaWorld needs G4S in order to realise its aspirations. This should not be at the expense of G4S’s shareholders and other stakeholders.

The Board will be writing to shareholders in accordance with the Code within the next 14 days with its formal response to the Offer, which will explain in detail its reasons for recommending that shareholders reject the Offer.

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Disclaimer

Response to Publication of GardaWorld Offer Document NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, 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. FOR IMMEDIATE RELEASE LEI: 549300L3KWKK8X35QR12 …

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