Dawney & Co Ltd (NSX:DWY) Intention to Make Takeover Bid for ICSGlobal Limited (ASX:ICS)

DWY (No.1) Pty Ltd ACN 664 056 320 (DWY), a wholly owned subsidiary of Dawney & Co Ltd (DWY:NSX) is pleased to announce an off-market takeover offer (the Offer) to acquire all the issued fully paid ordinary shares in ICS Global Limited (ABN 72 073 695 584) (ASX:ICS) (ICS) for $0.20 cash per share (the Offer Price).

Dawney currently has a relevant interest of approximately 2.7% in ICS. In making the Offer, DWY is seeking to increase its relevant interest in ICS to at least 50.1% (on a fully diluted basis).

Summary of the Offer

The Offer Price provides certain value in the form of cash consideration and a source of liquidity, which has not been available to Shareholders for over 17 months since ICS's suspension from quotation on 21 June 2021. ICS shareholders can accept on a full or partial basis, without having to pay brokerage fees.

The Offer is subject to a minimum acceptance condition of DWY having a relevant interest in ICS of at least 50.1% of all ICS shares (on a fully diluted basis). The Offer is also conditional upon:

- Up to the end of the Offer Period, there are no material acquisitions, disposals or new commitments in relation to the ICS Group;

- No restraints;

- There are no Material Adverse Changes in relation to the ICS Group;

- There are no Prescribed Occurrences; and

- ICS makes distributions whether by way of dividends , return of capital or otherwise.

The Offer conditions are set out in full in the Annexure* to this Announcement. The Offer is expected to open on 28 December 2022 and close at 7:00pm (Sydney time) on 30 January 2023, unless otherwise extended.

*To view full details, please visit:
https://abnnewswire.net/lnk/V46ZNEYL


About Dawney & Co Ltd

Dawney & Co Ltd (NSX:DWY) (previously Hamilton Securities Ltd) is a value focused investment company listed on the National Stock Exchange (NSX), based in Brisbane.

 

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