REG - Alpha Group Intl PLC - Statement re possible offer by Corpay, Inc.

Alpha InternationalAnnouncement

06/05/2025 07:00

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RNS Number : 3527H  Alpha Group International PLC  06 May 2025

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY (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 IS AN ANNOUNCEMENT OF A POSSIBLE OFFER UNDER RULE 2.4 OF THE CITY CODE ON
TAKEOVERS AND MERGERS (THE "CODE"). THIS ANNOUNCEMENT IS NOT AN ANNOUNCEMENT
OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE AND THERE CAN
BE NO CERTAINTY THAT ANY OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY
OFFER MAY BE MADE

 

 

FOR IMMEDIATE RELEASE

 

 

6 May 2025

 

Alpha Group International plc

("Alpha" or the "Company")

 

Statement re possible offer by Corpay, Inc. ("Corpay")

 

The Board of Alpha notes the announcement by Corpay and confirms that it has
received a preliminary and conditional all-cash proposal from Corpay to
acquire the entire issued and to be issued ordinary share capital of Alpha.

 

The Board carefully considered the proposal, together with its financial
advisers, and unanimously rejected it.

 

In accordance with Rule 2.6(a) of the Code, Corpay is required, by not later
than 5.00 p.m. (London time) on 30 May 2025, either to announce a firm
intention to make an offer for Alpha in accordance with Rule 2.7 of the Code,
or to announce that it does not intend to make an offer for Alpha, in which
case the announcement will be treated as a statement to which Rule 2.8 of the
Code applies. This deadline can only be extended with the consent of the Panel
on Takeovers and Mergers in accordance with Rule 2.6(c) of the Code.

 

A further announcement will be made if and when appropriate.

 

 

 

Enquiries:

 

 Alpha Group International plc            Via Peel Hunt
 Clive Kahn, CEO
 Tim Powell, CFO

 

 Peel Hunt LLP (Joint Financial Adviser and Corporate Broker to Alpha)     +44 (0) 20 7418 8900
 Neil Patel
 Benjamin Cryer

 

 

 Centerview Partners UK LLP (Joint Financial Adviser to Alpha)     +44 (0) 20 7409 9700
 Tadhg Flood
 Hadleigh Beals

 

Freshfields LLP is acting as legal adviser to Alpha.

 

 

Important information

 

Peel Hunt LLP ("Peel Hunt"), which is authorised and regulated in the United
Kingdom by the FCA, is acting exclusively as financial adviser and corporate
broker to Alpha and for no one else in connection with the matters referred to
in this announcement and will not be responsible to any person other than
Alpha for providing the protections afforded to clients of Peel Hunt, nor for
providing advice in relation to the matters referred to herein. Neither Peel
Hunt nor any of its 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 Peel
Hunt in connection with the matters referred to in this announcement, or
otherwise.

 

Centerview Partners UK LLP ("Centerview"), which is authorised and regulated
in the United Kingdom by the Financial Conduct Authority, is acting
exclusively as financial adviser to Alpha and no one else in connection with
the matters set out in this announcement and will not be responsible to anyone
other than Alpha for providing the protections afforded to its clients or for
providing advice in relation to the contents of this announcement or any other
matters referred to in this announcement. Neither Centerview nor any of its
affiliates, nor any of Centerview's and such affiliates' respective members,
directors, officers, controlling persons or employees owes or accepts any
duty, liability or responsibility whatsoever (whether direct or indirect,
consequential, whether in contract, in tort, in delict, under statute or
otherwise) to any person who is not a client of Centerview in connection with
this announcement, any statement contained herein or otherwise.

 

This announcement is not intended to, and does not, constitute or form part of
any offer, invitation or the solicitation of an offer to purchase, otherwise
acquire, subscribe for, sell or otherwise dispose of, any securities whether
pursuant to this announcement or otherwise.

 

The distribution of this announcement in jurisdictions outside the United
Kingdom may be restricted by law and therefore persons into whose possession
this announcement comes should inform themselves about and observe such
restrictions. Any failure to comply with the restrictions may constitute a
violation of the securities law of any such jurisdiction.

 

Rule 2.9 information

 

In accordance with Rule 2.9 of the Code, the Company confirms that as at the
close of business on 2 May 2025 its issued share capital consisted of
42,372,107 ordinary shares of 0.2 pence each.

 

The Ordinary Shares are voting shares (each such Ordinary Share carries one
vote per Ordinary Share) and are admitted to trading on the main market of the
London Stock Exchange under the International Securities Identification Number
GB00BF1TM596.

 

Publication on Website

 

A copy of this announcement will be made available subject to certain
restrictions relating to persons resident in restricted jurisdictions on
Alpha's website at www.alphagroup.com by no later than 12 noon London time on
7 May 2025.

 

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