Caesars UK Bidco definition
Examples of Caesars UK Bidco in a sentence
Neither Deutsche Bank nor any of its subsidiaries, branches or affiliates (including, without limitation, DB London and DBSI) will be responsible to any person other than Caesars and Caesars UK Bidco for providing any of the protections afforded to clients of Deutsche Bank (or DB London or DBSI), nor for providing advice in relation to any matters referred to in this announcement.
In accordance with normal United Kingdom practice and pursuant to Rule 14e-5(b) of the US Exchange Act, Caesars, Caesars UK Bidco or their nominees, or their brokers (acting as agents), may from time to time make certain purchases of, or arrangements to purchase, shares or other securities of William Hill outside of the US, other than pursuant to the Acquisition, until the date on which the Acquisition and/or Scheme becomes effective, lapses or is otherwise withdrawn.
In accordance with normal United Kingdom practice, Caesars, Caesars UK Bidco or their nominees or their brokers (acting as agents), may from time to time make certain purchases of, or arrangements to purchase, shares or other securities of ▇▇▇▇▇▇▇ ▇▇▇▇ outside of the US, other than pursuant to the Acquisition, until the date on which the Acquisition and/or Scheme becomes effective, lapses or is otherwise withdrawn.
This is to be achieved by the transfer of the ▇▇▇▇▇▇▇ ▇▇▇▇ Shares (other than ▇▇▇▇▇▇▇ ▇▇▇▇ Shares held by Caesars or members of the Caesars Group) to Caesars UK Bidco, in consideration for which the ▇▇▇▇▇▇▇ ▇▇▇▇ Shareholders shall receive cash consideration on the basis set out in paragraph 2 of this announcement.
However, if Caesars and/or Caesars UK Bidco were to elect to implement the Acquisition by means of a Takeover Offer, such Takeover Offer would be made in compliance with all applicable United States laws and regulations, including Section 14(e) of the US Exchange Act and Regulation 14E thereunder.
It is intended that the Acquisition shall be effected by means of a Court-approved scheme of arrangement between ▇▇▇▇▇▇▇ ▇▇▇▇ and ▇▇▇▇▇▇▇ ▇▇▇▇ Shareholders under Part 26 of the Companies Act, although Caesars and Caesars UK Bidco reserve the right for Caesars to implement the Acquisition by means of a Takeover Offer (subject to Panel consent and the terms of the Co-Operation Agreement).
The boards of ▇▇▇▇▇▇▇ ▇▇▇▇, Caesars and Caesars UK Bidco are pleased to announce that they have reached agreement on the terms of a recommended cash acquisition pursuant to which Caesars UK Bidco shall acquire the entire issued and to be issued share capital of ▇▇▇▇▇▇▇ ▇▇▇▇ (the “Acquisition”).
Caesars and Caesars UK Bidco reserve the right to elect (with the consent of the Panel and subject to the terms of the Co-operation Agreement) to implement the Acquisition by way of a Takeover Offer for the ▇▇▇▇▇▇▇ ▇▇▇▇ Shares not already directly or indirectly owned by them as an alternative to the Scheme.
Caesars UK Bidco is a wholly-owned subsidiary of Caesars incorporated in England and Wales on 28 September 2020 for the purpose of carrying out the Acquisition.
Such a takeover would be made in the United States by Caesars and/or Caesars UK Bidco and no one else.