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HAMMERSON PLC - Hammerson clarification re: press report

Release Date: 27/02/2018 16:55
Code(s): HMN     PDF:  
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Hammerson clarification re: press report

Hammerson plc
(Incorporated in England and Wales)
(Company number 360632)
LSE share code: HMSO JSE share code: HMN
ISIN: GB0004065016
(‘Hammerson’ or ‘the Company’)

27 February 2018

Hammerson clarification re: press report

Hammerson plc (“Hammerson”) notes the press reports referring to the positive feedback it has
received from its discussions with shareholders in relation to its recommended all-share offer for intu
Properties plc (the “Acquisition”).

For the purposes of Rule 19.3 of the Takeover Code, Hammerson clarifies that this positive feedback
should not be treated as formal statements of support.

As set out within the formal announcement on 6 December 2017 (the “Rule 2.7 Announcement”),
Hammerson has received irrevocable undertakings or letters of intent from Intu Shareholders to vote
in favour of the Scheme at the Court Meeting and the resolutions proposed at the Intu General
Meeting in respect of approximately 50.6 per cent. of Intu's issued share capital at close of business
on 5 December 2017 (being the last Business Day before the date of the 2.7 Announcement).
Hammerson has also received irrevocable undertakings or letters of intent from Hammerson
Shareholders to vote in favour of the resolutions to be proposed at the Hammerson General Meeting
in respect of approximately 11.9 per cent. of Hammerson's issued share capital as at 5 December
2017 (being the last Business Day before the date of the 2.7 Announcement).

Enquiries

FTI Consulting (Public Relations Adviser to Hammerson)

John Waples                                                                   Tel: +44 (0)20 3727 1000
Dido Laurimore
Tom Gough

Disclosure requirements

Under Rule 8.3(a) of the Code, any person who is interested in 1 per cent. or more of any class of
relevant securities of an offeree company or of any securities exchange offeror (being any offeror
other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely
in cash) must make an Opening Position Disclosure following the commencement of the offer period
and, if later, following the announcement in which any securities exchange offeror is first identified. An
Opening Position Disclosure must contain details of the person’s interests and short positions in, and
rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities
exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must
be made by no later than 3.30 p.m. (London time) on the 10th business day following the
commencement of the offer period and, if appropriate, by no later than 3.30 p.m. (London time) on the
10th business day following the announcement in which any securities exchange offeror is first
identified. Relevant persons who deal in the relevant securities of the offeree company or of a
securities exchange offeror prior to the deadline for making an Opening Position Disclosure must
instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1 per cent. or more of
any class of relevant securities of the offeree company or of any securities exchange offeror must
make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of
any securities exchange offeror. A Dealing Disclosure must contain details of the dealing concerned
and of the person’s interests and short positions in, and rights to subscribe for, any relevant securities
of each of (i) the offeree company and (ii) any securities exchange offeror(s), save to the extent that
these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to
whom Rule 8.3(b) applies must be made by no later than 3.30 p.m. (London time) on the business
day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding, whether formal or
informal, to acquire or control an interest in relevant securities of an offeree company or a securities
exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and
Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons
acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant securities Opening Position
Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the
Takeover Panel’s website at www.thetakeoverpanel.org.uk, including details of the number of relevant
securities in issue, when the offer period commenced and when any offeror was first identified. You
should contact the Panel’s Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt
as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.

International Securities Identification Number and Legal Entity Identifier ("LEI")

The International Securities Identification Number for Hammerson's ordinary shares is
GB0004065016 and Hammerson's LEI number is 213800G1C9KKVVDN1A60.

Rule 26.1 disclosure

In accordance with Rule 26.1 of the Code, a copy of this announcement will be available on
Hammerson's website at www.hammerson.com/investors by no later than 12 noon (London time) on
28 February 2018 (being the first Business Day following the day of this announcement).

Hammerson has its primary listing on the London Stock Exchange and a secondary inward listing
on the Johannesburg Stock Exchange.

Joint Sponsors:
Deutsche Securities (SA) Proprietary Limited
Java Capital

Date: 27/02/2018 04:55:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
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