French Connection Group PLC Strategic review update - Formal sale process (6647E)

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RNS Number : 6647E

French Connection Group PLC

19 October 2018

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.

THIS ANNOUNCEMENT IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE"). THERE CAN BE NO CERTAINTY THAT SUCH AN OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY OFFER MIGHT BE MADE.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION. ON PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INFORMATION WILL BE CONSIDERED TO BE IN THE PUBLIC DOMAIN.

FRENCH CONNECTION GROUP PLC

For immediate release

19 October 2018

French Connection Group plc ("French Connection" or the "Company")

Strategic review update - Formal sale process under the Code

In its announcement of 8 October 2018, the board of French Connection (the "Board") noted the press speculation regarding the potential sale of the Company and confirmed it was in the process of reviewing all strategic options in order to deliver maximum value for its shareholders (the "Strategic Review"). Alongside several potential strategic options, the Strategic Review includes consideration of all types of corporate and brand transactions, including seeking offers for the Company. Since the announcement of 8 October 2018, the Company has commenced preliminary discussions with four interested parties and has had conversations with several other interested parties regarding the Company's plans.

French Connection has agreed with the Takeover Panel that any discussions in relation to an offer for the Company may take place within the context of a formal sale process (as referred to in the Code) in order to enable conversations with parties interested in making such a proposal to take place on a confidential basis. Accordingly, the Takeover 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 participating in the formal sale process will not be required to be publicly identified as a result of this announcement 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 an offer will be made for the Company, nor as to the terms on which any offer will be made.

Parties with a potential interest in making a proposal should contact Numis (contact details as set out below). Any interested party will be required to enter into a non-disclosure agreement and standstill arrangement with the Company on terms satisfactory to the Board and on the same terms, in all material respects, as the other interested parties, before being permitted to participate in the process. It is currently expected that interested parties will then be provided with certain information on the business by the Company to enable them to submit an indicative proposal to Numis. The Board expects the strategic review (including the formal sale process) to conclude during the first half of 2019. Further announcements will be made when appropriate.

The Board reserves the right to alter any aspect of the process or to terminate it at any time and will make further announcements as appropriate. The Board reserves the right to reject any approach or terminate discussions with any interested party or participant at any time.

Enquiries:

 
 French Connection plc 
  Neil Williams, Chief Operating Officer           [phone] 
 
   Numis (Financial Adviser and Corporate 
   Broker to the Company) 
   Oliver Cardigan 
   Stuart Ord 
   Luke Bordewich                                  [phone] 
 Paternoster Communications (Media Enquiries) 
  Tom Buchanan                                     [phone] 
 

Rule 26.1 disclosure

In accordance with Rule 26.1 of the Code, a copy of this announcement will be available on French Connection's website at https://www.frenchconnection.com/content/investor-relations/possible-offer-french-connection-group/index.htm, by no later than 12 noon (London time) on 22 October 2018. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

MAR

The information contained within this announcement is considered by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No.596/2014. Upon the publication of this announcement via a Regulatory Information Service, this inside information will be considered to be in the public domain.

The person responsible for arranging for the release of this announcement on behalf of the Company is Neil Williams, Chief Operating Officer.

Further information

Numis Securities Limited ("Numis"), which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting as financial adviser and broker exclusively for French Connection and no one else in connection with the matters set out in this announcement and will not regard any other person as its client in relation to the matters in this announcement and will not be responsible to anyone other than French Connection for providing the protections afforded to clients of Numis, nor for providing advice in relation to any matter referred to herein.

Clifford Chance LLP is acting as legal adviser to French Connection.

This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of any offer to buy, sell, subscribe for any securities or the solicitation of any vote in any jurisdiction.

The distribution of this announcement in jurisdictions outside the United Kingdom may be restricted by law and therefore persons into whose possession this announcement comes should inform themselves about, and observe, such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities law of any such jurisdiction.

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact [e-mail] or visit www.rns.com.

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October 19, 2018 11:45 ET (15:45 GMT)