The boards of directors of Lyra Bidco Limited and Hipgnosis Songs Fund Limited have agreed on the terms of a recommended cash offer for the acquisition of the entire issued and to be issued share capital of Hipgnosis. The offer document, which was expected to be posted to Hipgnosis shareholders within 28 days of 29 April 2024, will now be posted no later than 3 June 2024 due to a short delay with the consent of the Panel.
Bidco has received irrevocable undertakings from each of the Hipgnosis directors and certain connected persons, representing approximately 0.03 per cent. of the issued share capital of Hipgnosis. The board of directors of Hipgnosis unanimously consider the terms of the acquisition to be fair and reasonable and reiterate their recommendation that Hipgnosis shareholders accept or procure acceptance of the acquisition in respect of the shares they hold.
The financial adviser to Bidco and Blackstone is Jefferies, while Teneo is the financial PR adviser to Bidco and Blackstone. Singer Capital Markets is the sole Rule 3 adviser, financial adviser, and corporate broker to Hipgnosis. Kirkland & Ellis International LLP is acting as legal adviser to Bidco and Blackstone in connection with the acquisition.
This announcement is for information purposes only and is not intended to, and does not, constitute, or form part of, an offer, invitation, or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell, or otherwise dispose of any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the acquisition or otherwise. The acquisition will be implemented solely pursuant to the terms of the offer document, which will contain the full terms and conditions of the acquisition, including details of how to accept or procure acceptances in respect of the acquisition.