TIDMHYC

RNS Number : 4810R

Nippon Koei UK Topco Limited

12 September 2014

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION

FOR IMMEDIATE RELEASE

12 September 2014

Offer for

HYDER CONSULTING PLC

by

NIPPON KOEI UK TOPCO LIMITED

a wholly-owned subsidiary of

NIPPON KOEI CO., LTD

Withdrawal of Offer

Nippon Koei Co., Ltd ("Nippon Koei") confirms that it does not intend to revise its proposed cash offer of 680 pence for each share of Hyder Consulting PLC ("Hyder") which was announced on 8 August 2014 ("Offer").

Accordingly, Nippon Koei confirms that it will no longer proceed with its potential acquisition of Hyder and the Takeover Panel has consented to the withdrawal of its Offer.

Noriaki Hirose, President of Nippon Koei, said:

"Nippon Koei's strategy is focused on broadening our geographic footprint and client base while providing ongoing strong customer service and delivery. While Hyder represents an attractive fit with Nippon Koei, and is clearly an excellent company, an acquisition at the current valuation level would present challenges to value enhancement for us, not least as our Offer envisaged Hyder continuing to operate as a standalone division of the combined business.

We understand and regret the impact of a process such as this on the employees and customers of Hyder in particular, and wished to make it clear that we will not proceed with the acquisition now in order to minimise the ongoing uncertainty. We wish the management and employees of Hyder all the best in the future.

Nippon Koei retains its strategic vision to become a top tier global engineering consultancy and we will continue to investigate potential merger partners to assist us in achieving that aim."

Enquiries:

 
 
 Nippon Koei Co., Ltd 
  Tel: +44 (0)207 466 5057 
 
 
  Akira Mizukoshi, Director, Managing Executive Officer, Director General of Business Planning 
  & Development Administration 
  Tatsuhiko Yasukochi, Deputy Director General of Business Planning & Development Administration 
  with Executive Officer Status 
 KPMG LLP (financial adviser to Nippon Koei) 
  Tel: +44 (0)207 311 1000 
  Andy Hales 
  Christian Mayo 
  Khush Purewal 
  Helen Roxburgh 
 Buchanan (PR adviser to Nippon Koei) 
  Tel: +44 (0)207 466 5057 
  Richard Darby 
  Charles Ryland 
  Helen Chan 
 

Further information

KPMG LLP, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority for investment business activities, is acting exclusively as financial adviser to Nippon Koei and Bidco and no one else in connection with the matters set out in this announcement and will not be responsible to anyone other than Nippon Koei and Bidco for providing the protections afforded to clients of KPMG LLP or for providing advice in relation to the matters referred to in this announcement. Neither KPMG LLP nor any of its affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of KPMG LLP in connection with any matters referred to in this announcement or otherwise.

This announcement is not intended to, and does not, constitute or form part of any offer or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities or the solicitation of any vote or approval in any jurisdiction pursuant to an offer or otherwise.

The release, publication or distribution of this announcement or availability of an offer in jurisdictions other than the United Kingdom may be restricted by law. Persons who are not resident in the United Kingdom or who are subject to the laws of any jurisdiction other than the United Kingdom should therefore inform themselves of, and observe, any applicable requirements.

This announcement has been prepared for the purposes of complying with the laws of England and Wales and the Takeover Code and the information disclosed may not be the same as that which would have been disclosed if this document had been prepared in accordance with the laws of any jurisdiction outside the United Kingdom.

This announcement, accordance with Rule 30.4 of the Takeover Code, will be available free of charge, subject to certain restrictions relating to persons resident in Restricted Jurisdictions, on Nippon Koei's website at www.n-koei.co.jp/english/ir/index.html(English language website) and http://www.n-koei.co.jp(Japanese language website) by no later than 12 noon on 15 September 2014. The contents of Nippon Koei's website are not incorporated into and do not form part of this announcement.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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