Investor News

16 August 2017

Termination of Discussions with Potential Bidder


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 CONTAINS INSIDE INFORMATION.

On 8 August 2017, the Board of The Quarto Group, Inc. (the "Board") announced that it had received an approach from an unnamed bidder to acquire the entire issued and to be issued share capital of the Company at a price which it considered attractive and reflective of the inherent value of the business as a global publishing platform - and hence worthy of due consideration.

Since the initial approach, about five weeks ago, the Company has been engaged in discussions with the potential acquirer in an effort to deliver a formal offer on the terms indicated to the Board. Unfortunately, these discussions were not progressing to the satisfaction of the Board. It became clear that the regulatory approvals required by the bidder to complete the proposed acquisition were increasingly less likely to be granted on the timeline first indicated. Recognising the importance of delivering a strong finish to the year and after carefully considering the interests of all shareholders, the Board was not prepared to prolong discussions further to avoid distraction to management at such a critical time of year for the business.

Therefore, by mutual agreement, the Board can confirm that it has terminated discussions with the potential acquirer.

The Board remains confident of the Company's prospects as an independent company and reconfirms the outlook statement provided in its half year results statement on 8 August 2017.

Commenting on the decision by the Board, Chief Executive, Marcus Leaver said:

"This was an unsolicited offer and while it was pitched at an attractive premium, the Board considers it imperative that the Company remains focused on delivering a strong finish to the year. I welcome the clarity which this decision brings. As I said at the time of the interim results, we have an excellent publishing programme for the Autumn and the Holiday period - one of our strongest in the last few years - and everyone at Quarto is fully focused on executing our plans and maximising the opportunities in the second half of the year."

The person responsible for making this announcement is Anne Crompton, Company Secretary.

 

For further information please contact:

The Quarto Group  
Marcus Leaver, Chief Executive Officer
Dorothée de Montgolfier, Group Director of Communications
020 7700 9002
   
Stockdale Securities Limited
(Lead Financial Adviser and broker)
Daniel Harris
Andy Crossley
El Hanan Lee
020 7601 6100
   
Liberum Capital Limited (Joint Financial Adviser)
Neil Patel
Cameron Duncan
020 3100 2000

 

Stockdale Securities Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively as lead financial adviser to The Quarto Group and no one else in relation to the possible offer and will not be responsible to anyone other than The Quarto Group for providing the protections afforded to the clients of Stockdale Securities Limited or for providing advice in relation to the possible offer or in relation to the contents of this announcement or any transaction or arrangement referred to herein. Neither Stockdale Securities Limited, nor any of its subsidiaries, branches or affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Stockdale Securities Limited in connection with the possible offer or contents of this announcement or any transaction or arrangement referred to herein.

Liberum Capital Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for The Quarto Group as joint financial adviser and no one else in relation to the possible offer and will not be responsible to anyone other than The Quarto Group for providing the protections afforded to the clients of Liberum Capital Limited or for providing advice in relation to the possible offer or in relation to the contents of this announcement or any transaction or arrangement referred to herein. Neither Liberum Capital Limited, nor any of its subsidiaries, branches or affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Liberum Capital Limited in connection with the possible offer or contents of this announcement or any transaction or arrangement referred to herein.