Court Sanction of Scheme of Arrangement
Court sanctioned the Scheme of Arrangement for Zeus UK Bidco's recommended cash acquisition of Senior.
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On 7 April 2026, the boards of Senior and BidCo announced that they had reached agreement on the terms of a recommended cash acquisition pursuant to which BidCo shall acquire the entire issued and to be issued ordinary share capital of Senior (other than the Existing Tinicum Shares) (the "Acquisition").
The Acquisition is being implemented by means of a court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme") and is subject to the terms and conditions set out in the circular in relation to the Scheme sent to Senior Shareholders dated 30 April 2026 (the "Scheme Document").
Further to the announcement made on 26 May 2026 in relation to the results of the Court Meeting and General Meeting and the announcement made on 29 September 2026 in relation to the satisfaction of the Conditions, Senior is pleased to announce that the Court has today sanctioned the Scheme pursuant to which the Acquisition is being implemented.
Next steps
The Scheme remains conditional on, and will become Effective upon, the Court Order being delivered to the Registrar of Companies, which is expected to occur on 8 October 2026. There has been no material change to the expected timetable of principal events for the Acquisition as set out in the announcement made by Senior in relation to the satisfaction of the Conditions on 29 September 2026.
Applications have been made for the suspension of: (i) trading in Senior Shares on the London Stock Exchange's main market for listed securities (the "Main Market"); and (ii) the listing of Senior Shares on the Official List of the Financial Conduct Authority (the "Official List"), and such suspensions are expected to take effect from 7.30 a.m. on 8 October 2026. The last day for dealings in, and for the registration and transfer of, Senior Shares is therefore 7 October 2026.
Applications have also been made for: (i) the de-listing of Senior Shares from the Official List; and (ii) the cancellation of the admission to trading of Senior Shares on the Main Market, and such de-listing and cancellation will, subject to the Scheme becoming Effective, take effect by 8.00 a.m. on 9 October 2026.
On the Effective Date, share certificates in respect of Senior Shares will cease to be valid documents of title and entitlements to Senior Shares held in uncertificated form in CREST will be cancelled.
Disclaimers
No person has been authorised to give any information or make any representations other than those contained in this announcement and, if given or made, such information or representations must not be relied upon as having been authorised by Senior, the Senior Directors, BidCo, the BidCo Directors or by Barclays, Lazard, Jefferies, BMO, Deutsche Numis or any other person involved in the Acquisition. Neither the publication of this announcement nor holding the Sanction Hearing or filing the Court Order shall, under any circumstances, create any implication that there has been no change in the affairs of the Wider Senior Group or the Wider BidCo Group since the date of this announcement or that the information in, or incorporated into, this announcement is correct as at any time subsequent to its date.
General
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.