INTU.L Regulatory News (INTU)

Intu Properties plc - Statement re Hammerson plc

PR Newswire

London, April 18

Press Release

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 OR REGULATIONS OF THAT JURISDICTION

LEI: 213800JSNTERD5CJZO95

Regulated Information Classification: Additional regulated information required to be disclosed under the laws of a Member State of the EU

18 APRIL 2018

INTU PROPERTIES PLC (‘INTU’)

STATEMENT RE HAMMERSON PLC (‘HAMMERSON’)

intu notes the announcement issued by the Board of Hammerson this morning withdrawing its recommendation that its shareholders vote in favour of its all-share offer for intu (the “intu Transaction”).

As recently as 19 March 2018, in its first response to the approach by Klépierre S.A., Hammerson reaffirmed its intention to proceed with the intu Transaction stating that “the Board of Hammerson remains fully committed to [the intu Transaction], which the Board continues to believe will deliver significant value for Hammerson shareholders.”

Further, Hammerson issued a positive trading update on 5 April 2018.

intu also issued a trading update on 17 April 2018 which underlined its strong trading performance.

intu therefore regards as unsatisfactory the explanations given by the Board of Hammerson for its withdrawal of its recommendation of the intu Transaction, a transaction which intu has been pursuing in good faith since its announcement on 6 December 2017.

The Board of intu is entirely confident of intu’s commercial future and prospects. The trading update issued yesterday underlined the key strengths of intu’s business. intu will further update shareholders in due course on its plans.

The Board of intu will be meeting to consider Hammerson’s request not to convene a shareholders’ meeting to vote on the intu Transaction.

intu properties plc

Susan Marsden Group Company Secretary +44 (0)20 7887 7073

DISCLOSURE REQUIREMENTS

Under Rule 8.3(a) of the Code, any person who is interested in 1 per cent or more of any class of relevant securities of an offeree company or of any securities exchange offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the Announcement in which any securities exchange offeror is first identified. An Opening Position Disclosure must contain details of the person’s interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 p.m. (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 p.m. (London time) on the 10th business day following the Announcement in which any securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a securities exchange offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1 per cent or more of any class of relevant securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person’s interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s), save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 p.m. (London time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a securities exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover Panel’s website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. You should contact the Panel’s Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.

NOTES FOR EDITORS

intu owns and manages some of the best shopping centres, in some of the strongest locations, in the UK and Spain.

Our UK portfolio is made up of 17 centres, including eight of the top 20, and in Spain we own three of the country’s top 10 centres, with advanced plans to build a fourth.

We are passionate about creating compelling experiences, in centre and online, that make our customers smile and help our retailers flourish.

We attract over 400 million customer visits and 26 million website visits a year offering a multichannel approach that truly supports retail strategies. In 2017, we launched the UK’s first tailor-made promotional services model to help brands as they look to optimise their portfolio or expand their UK coverage.

Our strategic focus on prime, high-footfall flagship destinations, combined with the strength and popularity of our brand, means that intu offers enhanced footfall, dwell time and loyalty. This helps our retailers flourish, driving occupancy and income growth.

We are committed to our local communities, with our centres supporting over 120,000 jobs (representing about 3 per cent of the total UK retail workforce), and to operating with environmental responsibility. We have already met or exceeded a significant number of our 2020 environmental targets.

A copy of this press release is available for download from our website at intugroup.co.uk.