On 2 August 2024, the boards of directors of Trinity and Lease Operators announced in accordance with Rule 2.7 of the City Code on Takeovers and Mergers (the "Rule 2.7 Announcement") that they had reached agreement on the terms of a recommended acquisition of the entire issued, and to be issued, share capital of Trinity by Lease Operators (the "Acquisition") to be effected by means of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006.
Trinity and Lease Operators are pleased to announce that the Minister of Energy and Energy Industries has confirmed that the Acquisition does not require his consent to proceed. As a result, the Condition as set out in Appendix 1 of the Rule 2.7 Announcement and to be set out in the Scheme Document has now been satisfied.
The Acquisition remains subject to certain other Conditions, including the receipt of certain consents and/or waivers from Heritage, approval of the Acquisition by the Trinidad and Tobago Commission, the approval of Trinity Shareholders at the Court Meeting and General Meeting, the Court's sanction of the Scheme at the Court Hearing, the delivery of a copy of the Court Order to the Registrar of Companies and the satisfaction or (where capable of being waived) waiver of the other Conditions to the Acquisition.
A further announcement will be made as soon as an update is available on satisfaction of the remaining Conditions. The formal Scheme Document containing further information about the Acquisition and the notices of the Meetings, together with the accompanying Forms of Proxy, are expected to be published and sent to Trinity Shareholders in due course.
Defined terms used but not defined in this Announcement shall have the meaning given to them in the Rule 2.7 Announcement.
