Statement re Possible Offer for TT Electronics Plc
DBAY Advisors Limited has announced it is considering a possible offer for TT Electronics Plc, stating that the terms of Cicor Technologies Ltd's recommended offer are unattractive and that DBAY intends to vote against it. DBAY currently holds approximately 24.5% of TT Electronics' issued ordinary share capital, representing 43,717,928 shares. If an offer is made, DBAY would be required to offer at least 149 pence per share in cash. The company has been granted due diligence access by TT Electronics' board, but there is no certainty an offer will be made.
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Following the publication of the scheme document in relation to the recommended offer for TT Electronics by Cicor Technologies Ltd ("Cicor") on 25 November 2025 in connection with the court and general meetings to be held on 17 December 2025, DBAY believes that the terms of Cicor's offer as set out in the scheme document are unattractive, and DBAY therefore intends to vote against the scheme of arrangement.
DBAY also announces that it is considering a possible offer for the entire issued and to be issued ordinary shares of TT Electronics (save for those already owned by funds managed or advised by DBAY).
DBAY has been granted access to due diligence by the board of TT Electronics, but there can be no certainty that any offer for the Company will be made. A further announcement will be made as appropriate.
As at today's date, DBAY holds an interest in 43,717,928 ordinary shares of TT Electronics, representing approximately 24.5 per cent. of TT Electronics' issued ordinary share capital. Pursuant to Rule 2.4(c)(iii) of the Code, if DBAY were to make an offer, under Rule 11 of the Code DBAY would be required to make an offer at no less than 149 pence per share in cash.
In accordance with Rule 2.6(d) and Section 4 of Appendix 7 of the Code, the Panel will announce the deadline by which DBAY is required to do one of the following: (i) announce a firm intention to make an offer for TT Electronics in accordance with Rule 2.7 of the Code; or (ii) announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies.
Prior to this announcement it has not been practicable for DBAY to make enquiries of all persons acting in concert with them to determine whether any dealings in TT Electronics' shares by such persons give rise to any other requirement under Rule 6 or Rule 11 of the Code for DBAY, if they were to make an offer, to offer any minimum level, or particular form, of consideration. In accordance with note 4 on Rule 2.4 of the Code, any such details shall be announced as soon as practicable and in any event by no later than 12.00 noon (London time) on 23 December 2025.
A further announcement will be made if and when appropriate.
The person at DBAY responsible for making this announcement is Mike Haxby, Partner.
Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.