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REG - Zegona Comms. - Conditions to Acquisition Satisfied

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RNS Number : 4166O  Zegona Communications PLC  14 May 2024

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH
AFRICA OR ANY OTHER JURISDICTION WHERE SUCH RELEASE, PUBLICATION OR
DISTRIBUTION WOULD BE UNLAWFUL.

 

14 May 2024

 

Zegona Communications Plc ("Zegona")

 

Conditions to Acquisition Satisfied

 

Further to the announcement on 31 October 2023 in relation to Zegona's
acquisition of 100% of Vodafone Holdings Europe, S.L.U. ("Vodafone Spain") for
€5.0 billion (the "Acquisition"), Zegona is pleased to announce that it has
received the approval of the Council of Ministers (Consejo de Ministros) of
the Spanish Government in respect of foreign direct investment into Spain.
Accordingly, all of the conditions to the Acquisition have been satisfied.
Completion of the Acquisition ("Completion") is therefore scheduled to take
place on 31 May 2024, being the last day of the month in which the conditions
were satisfied.

 

The Acquisition is classified as a reverse takeover under the Listing Rules of
the FCA and therefore, Zegona has applied for the 704,149,410 Zegona Shares to
be re-admitted to the standard listing segment of the FCA's Official List and
to trading on the LSE's Main Market ("Re-admission"). Subject to the approval
from each the FCA and LSE, Re-admission is expected to become effective, and
dealings in the Zegona Shares are expected to commence, at 8.00 a.m. on 3 June
2024 (the trading day following Completion).

 

Enquiries:

 Tavistock (UK Public Relations adviser)  LLYC (Spain Public Relations adviser)

 Lulu Bridges                             Guillermo Segura

 lulu.bridges@tavistock.co.uk             gsegura@llorenteycuenca.com

 Tel:  07831 170 364

 Jos Simson

 jos.simson@tavistock.co.uk

 

 

IMPORTANT INFORMATION

This announcement is an announcement and not a circular or prospectus or
equivalent document and prospective investors should not make any investment
decision on the basis of its contents.

Neither this announcement nor any copy of it may be taken or transmitted
directly or indirectly into or from any jurisdiction where to do so would
constitute a violation of the relevant laws or regulations of such
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violation of such laws or regulations. Persons into whose possession this
announcement or other information referred to herein should inform themselves
about, and observe, any restrictions in such laws or regulations.

Nothing in this announcement constitutes an offer of securities for sale in
any jurisdiction. Neither this announcement nor any part of it constitutes or
forms part of any offer to issue or sell, or the solicitation of an offer to
acquire, purchase or subscribe for, any of the Company's securities in the
United States, Canada, Australia, Japan or South Africa or any other
jurisdiction in which the same would be unlawful. The securities of the
Company may not be offered or sold in the United States absent registration
under the US Securities Act of 1933, as amended (the "US Securities Act"), or
an exemption therefrom. The securities referred to herein have not been and
will not be registered under the US Securities Act or under the securities
laws of any state or other jurisdiction of the United States, and may not be
offered or sold, taken up, resold, transferred or delivered in the United
States except pursuant to an exemption from, or in a transaction not subject
to, the registration requirements of the US Securities Act and in accordance
with any applicable securities laws of any state or other jurisdiction of the
United States. There has not been and will be no public offer of the Company's
securities in the United States.

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