Dubai International Capital LLC and Liverpool Football Club

Notes and media contacts

For further information, please contact:
Susan Gilchrist, Craig Breheny, Rupert Young, Azadeh Varzi
Brunswick Group LLP
+44 (0)207 404 5959

Established in 2004, Dubai International Capital LLC (DIC) is a Dubai-based international investment company. It is a wholly owned subsidiary of Dubai Holding. DIC manages an international portfolio of diverse assets that provide its stakeholders with value growth, diversification, and strategic investments and relationships.

DIC's expanding portfolio includes: US$ 1.23 billion acquisition of Travelodge (UK), Britain's fastest growing hotel company; US$ 1.5 billion acquisition of The Tussauds Group (UK), the largest operator of visitor attractions in Europe; US$ 1.2 billion acquisition of Doncasters Group (UK), an industrial manufacturing firm that produces precision engineering components across various industrial sectors.

Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the "Code"), if any person is, or becomes, "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of DIC or of Liverpool, all "dealings" in any "relevant securities" of that company (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by no later than 3.30pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of DIC or of Liverpool, they will be deemed to be a single person for the purpose of Rule 8.3.
Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant securities" of DIC or of Liverpool by Liverpool or by DIC or by any of their respective "associates", must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction.
A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk. "Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities. Terms in quotation marks are defined in the Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Panel.