Malin Corporation PLC Results of Tender Offer (5932T)

TIDM0Y71

RNS Number : 5932T

Malin Corporation PLC

21 March 2023

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO ANY JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT

21 March 2023

Malin Corporation plc

("Malin" or the "Company")

Full Take Up of Tender Offer

Malin today announces the results of the Tender Offer, as set out in the circular published by the Company on 16 February 2023 (the "Circular"). The Tender Offer closed at 1.00 pm on 20 March 2023 (the "Closing Date").

The Tender Offer was oversubscribed and, accordingly, the maximum number of Ordinary Shares authorised by shareholders under the Tender Offer, being 15,053,763 Ordinary Shares, will be acquired for a total cost of approximately EUR140 million. This represents approximately 44.25% of the issued ordinary share capital of the Company, as at the date of this announcement.

Qualifying Shareholders who tendered Ordinary Shares equal to or less than their Individual Basic Entitlement will have their tender accepted in full. Following application of the scale-back mechanism as outlined in the Circular, Qualifying Shareholders who validly tendered in excess of their Individual Basic Entitlement will have their tender accepted in respect of their Individual Basic Entitlement plus approximately 0.70% of the number of Ordinary Shares in excess of their Individual Basic Entitlement that they validly tendered.(1)

Under the terms of the Option Agreement, Davy may require the Company to acquire the Ordinary Shares purchased by Davy pursuant to the Tender Offer and it is expected that the acquisition by the Company of such Ordinary Shares will be completed later today. A further announcement will be made by the Company in that respect in due course.

It is anticipated that for Qualifying Certificated Shareholders, a cheque will be dispatched for the proceeds of any sale no later than 3 April 2023. For Qualifying Euroclear Participants, it is anticipated that, their cash accounts will be credited with the relevant Tender Offer proceeds no later than 3 April 2023.

Capitalised words and expressions in this announcement shall, unless the context provides otherwise, have the same meaning as in the Circular.

(1) Note: Euroclear Nominees is the Shareholder through which Euroclear Participants and CDI Holders hold interests in Ordinary Shares. Accordingly, Qualifying Euroclear Participants and Qualifying CDI Holders should note that Euroclear Bank will calculate and apply its own proration with respect to the Ordinary Shares successfully tendered by Euroclear Nominees on behalf of Qualifying Euroclear Participants and Qualifying CDI Holders.

ENDS

About Malin Corporation plc

Malin (Euronext Growth Dublin:MLC) is a company investing in highly innovative life sciences companies. Its purpose is to create shareholder value through the application of long-term capital and operational and strategic expertise to a diverse range of global healthcare businesses. Malin has a focus on innovative businesses underpinned by exceptional science and works with its investee companies, providing strategic and financial support to enable them to reach their value potential. Malin is headquartered and domiciled in Ireland and listed on the Euronext Growth Dublin. For more information visit www.malinplc.com.

For further information contact:

Malin

Gary Curran, Asst. Company Secretary ([e-mail])

Andrea Stafford, Head of Finance ([e-mail])

Tel: [phone]

Davy (Financial Adviser, Euronext Growth Listing Sponsor & Joint Broker)

Brian Garrahy / Daragh O'Reilly

Tel: [phone]

Liberum (Joint Broker)

Phil Walker / Ben Cryer

Tel: [phone]

Powerscourt (Media enquiries)

Eavan Gannon

Tel: [phone]

[e-mail]

Important Notices

This announcement contains Inside Information.

This announcement does not constitute, or form part of, an offer or any solicitation of an offer, to purchase or repurchase securities in any jurisdiction or constitute a recommendation or advice in respect of any securities or other financial instruments or any other matter. Malin shareholders are advised to read carefully the Circular. Any response to the Tender Offer should be made only on the basis of the information in the Circular.

Davy, which is regulated in Ireland by the Central Bank, is acting exclusively for Malin and no-one else in connection with the matters described in this announcement. Davy will not regard any other person (whether or not a recipient of this announcement) as its customer or be responsible to any other person for providing the protections to customers of Davy nor for providing advice in relation to the transactions and arrangements described in this announcement. Davy is not making any representation or warranty, express or implied, as to the contents of this announcement. Davy has not approved the contents of, or any part of, this announcement and no liability whatsoever is accepted by Davy for the accuracy of any information or opinions contained in this announcement or for the omission of any information from this announcement.

Forward-looking Statements

This announcement contains certain forward-looking statements with respect to the financial condition, results of operations and business of the Group and certain plans and objectives of the Board, that are subject to risk factors associated with, amongst other things, the economic and business circumstances occurring from time to time in the countries, sectors and business segments in which the Group operates. These factors include, but are not limited to, those discussed in Part 4 (Risk Factors Related to the Tender Offer) of the Circular. These forward-looking statements can be identified by the fact that they do not relate only to historical or current facts. Forward looking statements often use words such as "anticipate", "target", "expect", "estimate", "intend", "plan", "goal", "believe", "will", "may", "should", "would", "could" or other words of similar meaning. These statements are based on assumptions and assessments made by the Board in light of its experience and perception of historical trends, current conditions, expected future developments and other factors it believes appropriate. By their nature, forward-looking statements involve risk and uncertainty, and the factors described in the context of such forward-looking statements in this document could cause actual results or developments to differ materially from those expressed in or implied by such forward-looking statements.

Should one or more of these risks or uncertainties materialise, or should underlying assumptions prove incorrect, actual results may vary materially from those described in this document. Malin assumes no obligation to update or correct the information contained in this document, whether as a result of new information, future events or otherwise, except to the extent required by law or the Euronext Growth Rules.

The statements contained in this announcement are made as at the date of this announcement, unless some other time is specified in relation to them, and publication of this document shall not give rise to any implication that there has been no change in the facts set out in this document since such date. Nothing contained in this announcement shall be deemed to be a forecast, projection or estimate of the future financial performance of Malin except where expressly stated.

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March 21, 2023 03:00 ET (07:00 GMT)