Vantiv, Inc.: Notice to Shareholders Regarding UK Disclosure Requirements
CINCINNATI, July 7, 2017 /PRNewswire/ -- Vantiv, Inc. ("Vantiv") wishes to direct the attention of its shareholders to certain disclosure requirements applicable to the possible offer by Vantiv for Worldpay Group plc ("Worldpay") which was announced on July 4, 2017. Vantiv's Class A common stock is admitted to trading on the New York Stock Exchange.
The relevant disclosure requirements are set out in Rule 8 of the UK City Code on Takeovers and Mergers, which is published and administered by the UK Takeover Panel. In particular, Rule 8.3 of the Takeover Code requires that any person who is interested (directly and/or indirectly) in 1% or more of any class of relevant security of any party to the possible offer must make (a) an Opening Position Disclosure and (b) a Dealing Disclosure if they deal in any relevant security of any party to the possible offer during an offer period. Shares of Vantiv's Class A and Class B common stock are relevant securities for the purposes of this offer period.
Further information about the Takeover Panel's disclosure regime is available at: http://www.thetakeoverpanel.org.uk/disclosure. If any Vantiv shareholder has any questions on these disclosure requirements, the Takeover Panel's Market Surveillance Unit will be happy to answer them and should be contacted on +44 (0)20 7638 0129.
Additional Information about the Proposed Transaction
This communication is being made in respect of a proposed transaction involving Worldpay and Vantiv. In connection with the proposed transaction, Vantiv intends to file a proxy statement and other documents regarding the proposed transaction with the SEC. Before making any voting or investment decision, investors are urged to carefully read the entire proxy statement when it becomes available and any other relevant documents filed by Vantiv with the SEC, as well as any amendments or supplements to those documents, because they will contain important information about Vantiv, Worldpay and the proposed transaction. Investors and security holders are also urged to carefully review and consider Vantiv's public filings with the SEC, including but not limited to its Annual Reports on Form 10-K, its proxy statements, its Current Reports on Form 8-K and its Quarterly Reports on Form 10-Q. When available, copies of the proxy statement will be delivered to the shareholders of Vantiv. When available, copies of the proxy statement and other documents also may be obtained free of charge at the SEC's web site at http://www.sec.gov.
No Offer or Solicitation
This communication is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities or a solicitation of any vote of approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Vantiv |
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Nathan Rozof, Investor Relations |
+1 513 900 4811 |
Andrew Ciafardini, Corporate Communications |
+1 513 900 5308 |
SOURCE Vantiv, Inc.
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