17 AUG 2021

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

FOR IMMEDIATE RELEASE

17 August 2021

Increased and Final Recommended Cash Offer for

UDG Healthcare plc

by

Nenelite Limited

(a newly incorporated company and Affiliate of Clayton, Dubilier & Rice, LLC, as manager of CD&R Funds X and XI)
to be implemented by way of a scheme of arrangement under Chapter 1 of Part 9 of the Companies Act 2014

DELISTING AND CANCELLATION OF TRADING IN UDG SHARES

 

The listing of UDG Shares on the Official List of the FCA and trading in UDG Shares on the Main Market of the London Stock Exchange has been cancelled with effect from 8.00 a.m. (Dublin time) today, 17 August 2021.

Capitalised terms used, but not defined, in this announcement have the same meaning as in the Revised Scheme Document dated 7 July 2021.

 

Enquiries:

UDG
Tel: + 353 (0) 1 468 9000
Brendan McAtamney / Nigel Clerkin / Damien Moynagh / Keith Byrne

Goldman Sachs International (financial adviser to UDG)
Tel: +44 (0) 20 7774 1000
Ben Thorpe / Chris Emmerson / Skylar Dabbar

Rothschild & Co (financial adviser to UDG)
Tel: +44 (0) 20 7280 5000
Hedley Goldberg / Julian Hudson / Ashley Southcott

Davy (corporate broker and corporate finance adviser to UDG)
Tel: +353 (0) 1 679 7788
Ronan Veale / Brian Garrahy

Liberum (corporate broker to UDG)
Tel: +44 (0) 20 3100 2000
John Fishley

Peel Hunt (corporate broker to UDG)
Tel: +44 (0) 20 7418 8900
James Steel

Powerscourt (PR adviser to UDG)
Tel: +44 (0) 20 7250 1446
Lisa Kavanagh / Eavan Gannon / Jack Hickey

 

Statements Required by the Takeover Rules

The UDG Directors accept responsibility for the information contained in this announcement relating to UDG, the UDG Group and the UDG Directors and members of their immediate families, related trusts and persons connected with them. To the best of the knowledge and belief of the UDG Directors (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement for which they accept responsibility is in accordance with the facts and does not omit anything likely to affect the import of such information.

Goldman Sachs International, which is authorised by the PRA and regulated by the PRA and the FCA in the United Kingdom, is acting as financial adviser to UDG and no one else in connection with the matters described in this announcement and will not be responsible to anyone other than UDG for providing the protections afforded to clients of Goldman Sachs International nor for providing advice in connection with any matter referred to herein. Goldman Sachs International has given, and not withdrawn, its consent to the inclusion of its advice in this announcement in the form and context in which it is included.

N.M. Rothschild and Sons Limited ("Rothschild & Co"), which is authorised and regulated by the FCA in the United Kingdom, is acting as financial adviser to UDG, including providing independent financial advice to the UDG Directors for the purposes of Rule 3 of the Takeover Rules, and no one else in connection with the matters described in this announcement and will not be responsible to anyone other than UDG for providing the protections afforded to clients of Rothschild & Co nor for providing advice in connection with any matter referred to herein. Neither Rothschild & Co nor any of its affiliates (nor their respective directors, officers, employees or agents) 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 Rothschild & Co in connection with this announcement, any statement contained herein, the Acquisition or otherwise. Rothschild & Co has given, and not withdrawn, its consent to the inclusion of its advice in this announcement in the form and context in which it is included.

J&E Davy ("Davy"), which is authorised and regulated in Ireland by the Central Bank of Ireland, is acting as corporate broker and corporate finance adviser to UDG and no one else in connection with the matters described in this announcement and will not be responsible to any person for providing the protections afforded to customers of Davy or for advising any other person in connection with any matter referred to herein.

Liberum Capital Limited, which is authorised and regulated by the FCA, is acting as corporate broker to UDG and no one else in connection with the matters described in this announcement and will not be responsible to anyone other than UDG for providing the protections afforded to clients of Liberum Capital Limited nor for providing advice in connection with any matter referred to herein.

Peel Hunt LLP ("Peel Hunt"), which is authorised and regulated in the United Kingdom by the FCA, is acting as corporate broker for UDG and for no one else in connection with the matters referred to in this announcement and will not be responsible to anyone other than UDG for providing the protections afforded to clients of Peel Hunt or for providing advice in connection with any matter referred to herein.