Hipgnosis

Hipgnosis Song Management Ltd (“HSM”), announced today that Merck Mercuriadis, founder and Chairman has given notice of his intention to step away as Chairman. His departure from the Company will be effective upon closing of the proposed acquisition of Hipgnosis Songs Fund Limited by Lyra Bidco Limited, a company owned by Blackstone-managed funds. 

RECOMMENDED CASH OFFER OF HIPGNOSIS SONGS FUND LIMITED (“HIPGNOSIS”) BY LYRA BIDCO LIMITED (“BIDCO”)

The Hipgnosis Board announces that it has today published a circular in relation to the Acquisition (the "Scheme Document"), together with the Forms of Proxy for the Court Meeting and the General Meeting and the Form of Election in relation to the Currency Election Facility. The Scheme Document sets out, amongst other things, the full terms and conditions of the Scheme, an explanatory statement in compliance with Part VIII of the Companies Law, an expected timetable of principal events, notices of the Court Meeting and General Meeting, and details of the actions to be taken by Hipgnosis Shareholders.

The expected timetable of principal events is also set out at the end of this announcement.
Hard copies of the Scheme Document, Forms of Proxy for the Court Meeting and the General Meeting, and Form of Election have been posted today to Hipgnosis Shareholders and, for information only, to persons with information rights. Copies of the Scheme Document, Forms of Proxy, and Form of Election will also be made available on Hipgnosis' website at https://communications.singercm.com/p/4UWI-EVY/blackstone-recommended-offer-hipgnosis and Bidco’s website at https://www.announcement-documents.com/ later today. Copies of the Scheme Document have been submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

Unaudited Net Asset Value
The Board announces that the unaudited net asset value (“NAV”) of the Company as at 31 March 2024 is $1,436 million or $1.1880 per share (30 September 2023: $1.0765 pence per share).

Recommended Cash Acquisition of Hipgnosis Songs Fund Limited by Lyra Bidco Limited (a newly-formed company indirectly wholly-owned by investment funds advised by affiliates of Blackstone Inc.) to be implemented by means of a takeover offer for the purposes of section 337 of the Companies (Guernsey) Law, 2008 (as amended).

Documents required to be published under Rule 26 of the Takeover Code will be made available, subject to certain restrictions relating to persons resident in Restricted Jurisdictions, here and on Bidco's website at https://www.announcement-documents.com/.

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