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Fri 6th Oct 2017 - Revolution’s largest shareholder withdraws support for proposed £101.5m Stonegate takeover
Revolution’s largest shareholder withdraws support for proposed £101.5m Stonegate takeover: Revolution Bars Group’s largest shareholder Artemis has withdrawn its support for a proposed £101.5m takeover of the company by Stonegate Pub Company. Artemis, which owns 14.8% of Revolution, has informed Stonegate it has withdrawn its non-binding letter of intent to vote in favour of the scheme in respect of 7,387,121 Revolution shares. Revolution and Stonegate have reached agreement on a deal where Revolution directors have recommended a 203p per share cash offer from Stonegate is accepted by shareholders. The Revolution shareholder meetings to approve the scheme of arrangement for the acquisition of Revolution by Stonegate are due to be held on Tuesday, 17 October. The withdrawal of support by Artemis comes a day after Deltic Group published its proposed terms for a merger with Revolution Bars Group. The merger proposal provides for a combination under which existing Revolution shareholders would own 65% and Deltic shareholders 35% of the enlarged and listed group. The enlarged group would be run by the current Deltic management team. Following the publication, Deltic put out a further statement in which it restated the net debt ratios of parent company Ranimul over the next four years having left them out the original proposal. It also clarified comments a prospectus would not be required for the merger and said as a class 1 transaction, a prospectus would be necessary but the larger group would not need to reapply to trading. It added: “Consequently, the anticipated timetable to complete a merger would be approximately a month longer than the two to three months stated in the merger proposal announcement.” Stonegate said: “Stonegate notes the clarification announcement released by Deltic Group and Ranimul on 5 October 2017 regarding acknowledged errors in its earlier announcement setting out the terms of its merger proposal regarding Revolution. In the continued absence of any cash offer from Deltic, Stonegate reaffirms its fully financed offer for the issued and to be issued share capital of Revolution at a price of 203 pence per share in cash, which has been recommended by the board of Revolution. Today, Artemis has informed Stonegate it has withdrawn its non-binding letter of intent to vote in favour of the scheme in respect of 7,387,121 Revolution shares.” Stonegate chairman Ian Payne added: "Deltic's announcement contained errors about the timing, conditionality and debt levels arising as a result of its proposal. We continue to believe Revolution shareholders will prefer the certainty of Stonegate's cash offer." Deltic Group chief executive Peter Marks has told Propel it was still working on a possible cash offer for Revolution having been given a deadline last month of 5pm on Tuesday (10 October) to do so by the Takeover Panel.


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