KCOM recieves cash offer of GBP 563 million (US$ 712 million) from Macquarie

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The boards of MEIF 6 Fibre Limited, and KCOM Group Public Limited Company (KCOM), have announced that they have reached agreement on the terms of a recommended cash offer, to be made by MEIF 6 Fibre, a wholly-owned indirect subsidiary of Macquarie European Infrastructure Fund 6 SCSp (an investment fund managed by Macquarie Infrastructure and Real Assets (Europe) Limited (MIRAEL)) (MEIF 6), for the entire issued and to be issued ordinary share capital of KCOM. KCOM is an Internet Service Provider for the city of Kingston upon Hull, Yorkshire, England.

Under the terms of the Acquisition, KCOM Shareholders will be entitled to receive for each KCOM Share GBP 1.08 (US$ 1.36) in cash. The Acquisition Price represents a premium of 49 per cent to the Closing Price of 72.5 pence for each KCOM Share on 23 April 2019 (being the last Business Day prior to commencement of the Offer Period); an increase of GBP 0.11 (US$ 0.44) to the USS Offer of GBP 0.97 (US$ 1.22) per KCOM Share; a premium of 52 per cent to the volume weighted average share price of 71.2 pence per KCOM Share in the 30 days prior to April 23, 2019,(being the last Business Day prior to commencement of the Offer Period); and an aggregate value of GBP 563 million (US$ 712 million) for KCOM’s issued and to be issued share capital.

Earlier KCOM had received a GBP 504 million (US$ 639 million) cash offer from a subsidiary of pension fund Universities Superannuation Scheme Ltd (USS) and gone with a £563m takeover bid from Macquarie Infrastructure (MIRA). However, KCOM has rejected this offer and went with the takeover bid from Macquarie Infrastructure.

KCOM has been advised by Rothschild & Co as to the financial terms of the Acquisition.

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