Why is Lord Rothermere taking Daily Mail and General Trust private? Since you are here, we wanted to ask for your help. KEY INFORMATION (a) Full name of discloser: Rothermere . MailOnline overtakes New York Times as the most visited English language newspaper website in the world. Entity: ROTHERMERE CONTINUATION LIMITED Registered in: Bermuda Linked countries: Bermuda Agent: Appleby Search in: Appleby data is current through 2014 read more Incorporated: 01-APR-2013 Connections: Linkurious and Neo4j Officer (14) Intermediary (1) Address (2) Explore more from Paradise Papers Appleby The power players Following a successful launch to market in 2019, DMGT increases its total investment in Cazoo to 117m. The move means that Paul Zwillenberg, DMGT's CEO, who has run the group since 2016, will be stepping down from both the Board and his role as Group CEO on 30 September. Under British takeover rules, the Rothermeres have until Nov. 25 to make a firm offer to buy DMGT via their vehicle Rothermere Continuation Ltd or walk away. Item 7. One day prior to the announcement of the firm offer, DMGT confirmed that RCL and DMGT were close to agreeing a deal with DMGTs pension scheme trustees, with one of the terms in agreement being a payment of approximately 400m into the schemes. Since 1995, three years before the Hon Jonathan Harmsworth (as he then was) inherited the Daily Mail & General Trust plc empire from his father, the 3rd Viscount, the group has been controlled through a company, Rothermere Continuation Ltd, registered in Bermuda but run from Jersey. Ashurst advises the trustees in relation to the sale of ordinary voting shares in the Daily Mail & General Trust plc to Rothermere Continuation Limited | Ashurst People We bring together lawyers of the highest calibre; progressive thinkers driven by the desire to help our clients achieve business success. Majedie Asset Management, an investor in DMGT with a 4.5% stake, said that Rothermere's revised offer was still not generous enough and has urged shareholders not to accept it. Mr Miliband said the apology was not enough and said Lord Rothermere must investigate the "culture and practices" of journalists at his newspapers. Like Mr Dacre, he told the inquiry there had been no phone hacking by journalists at the company's papers, and argued that self-regulation "protects the press from political interference". It comes after DMGT and Rothermere Continuation Limited (RCL) reached agreement with trustees of the firm's pension funds, which will see Lord Rothermere inject 412 million into the schemes. DMGT sells its remaining stake in the company. The Mail on Sunday is launched as a sister title to the Daily Mail. On 2 December 2021, Rothermere Continuation Limited ("RCL") and the Non-conflicted DMGT Directors announced the terms of a recommended increased and final cash offer for all of the issued and to be issued DMGT A Shares not already owned by RCL (the "Final Offer"). Metro is launched as a free newspaper serving urban markets across the UK. herewith). Harmsworth Trust Company (PTC) Limited (Trust Company), a private trust company organized RCL said the decision comes after . The potential agreement with the pension trustees of DMGT's three schemes could pave the way for a buyout of the company by Rothermere, which would see it move to . Shares, par value $0.0001 of Cazoo Group Ltd. beneficially owned by them from time to time. See 2(a) and 3 below (c) Name of offeror/offeree in relation to whose relevant securities this form relates: On 2 December 2021, Rothermere Continuation Limited ("RCL") and the Non-conflicted DMGT Directors announced the terms of a recommended increased and final cash offer for all of the issued and to be issued DMGT A Shares not already owned by RCL (the "Final . It comes after DMGT and Rothermere Continuation Limited (RCL) reached agreement with trustees of the firm's pension funds, which will see Lord Rothermere inject 412 million into the schemes. Boris Johnson weighs offers for his return to journalism, Daily Mail out to stop traitor Sunak as Tory rivals vie for press backing, bought the New Scientist magazine in a 70m deal in March. General Register Office of England and Wales, Births, Register number C95C, Entry number 140, Westminster. The offer represents a 21.5% premium to the closing price of DMGT shares on 9 July 2021 (the last business day prior to announcement of the possible offer). Yet another Rothermere company, Harmsworth Trust Co (PTC) Ltd, registered in the British Virgin Islands, owns 10 English properties, most of them near the Rothermeres' neo-Palladian pile in 200-acre Ferne Park in Wiltshire. DMGT is 100% owned by Rothermere Continuation Limited (RCL) RCL has always owned the majority of DMGT's voting shares and, following a successful offer by RCL for all of the shares it did not already own, DMGT delisted from the London Stock Exchange in January 2022. RCL owns around. It would give RCL at least 500m, and would probably help fund any takeover offer for the what remains of the newspaper group. securities laws or finding any violation with respect to such laws. Sign up to the daily Business Today email or follow Guardian Business on Twitter at @BusinessDesk, Original reporting and incisive analysis, direct from the Guardian every morning. 760,872,476 outstanding shares of Ordinary Shares of the Issuer, based on information received from the Issuer prior to filing. If you can, please show your appreciation for our free content by donating whatever you think is fair to help keep TLE growing and support real, independent, investigative journalism. Journalism in Britain is under threat. On 3 November 2021, Daily Mail and General Trust plc (DMGT), which owns Daily Mail, Mail on Sunday, the Metro and inews,announcedthat it had agreed to the terms of a 2.7bn recommended offer from Rothermere Continuation Limited (RCL), a Bermuda registered company owned by a trust held for the benefit of Lord Rothermere and his immediate family (DMGTs controlling shareholder). This Schedule 13D is being filed by and on behalf of each of the following persons (each, a Reporting Lord Rothermere acquired France as his "domicile of birth" upon his birth as his father acquired a French "domicile of choice" by becoming a tax exile in Paris. On 12 July 2021, Daily Mail and General Trust plc (DMGT) announced that Rothermere Continuation Limited (RCL), a Bermuda registered company owned by a trust held for the benefit of Viscount Rothermere and his immediate family (DMGT's controlling shareholder), would be prepared to make a possible offer for the entire issued and to be issued share capital of DMGT should certain transactions . DMGT distributes its c.49% stake in Euromoney Institutional Investor PLC and 200m cash to shareholders. acquire from them those shares in DMGT not already beneficially owned by Rothermere. The ICIJ Offshore Leaks Database is licensed under the Open Database License and contents under Creative Commons Attribution-ShareAlike license. DMGT acquires Hobsons, a UK-based B2B publishing business. On December 2, 2021, Rothermere formally made an increased offer for those same shares . DMGT officially delisted. Under the proposed deal, which is contingent on selling the RMS unit, Rothermere Continuation Ltd. would pay 251 pence per share in cash and a special dividend valued at about 610 pence per share which includes cash from the asset sale and a distribution of stock in online auto-marketplace startup Cazoo the London-based company said in . The Daily Mail - which worried that the "complicated structure" of the Sussex businesses showed that "Meghan planned to keep her and Harry's business as opaque as possible" - is owned by Daily Mail General Trust, which was until 2020 owned by a holding company called Rothermere Continuation Limited, which was incorporated in . What did your Dad do? MailOnline, launched in 2003, has grown to be one of the worlds most popular English language news sites. the increased offer were satisfied in due course, including the declaration of the Special Dividend, Daily Mail and General Trust has been reorganising the business through disposals and targeted acquisitions. Each of the Filers may be required Read about our approach to external linking. The Rothermeres own approximately 30.3% of DMGTs non-voting shares and as a result of a deal completed in 2013, control all of the voting shares in the group. Rothermere Continuation Trust (Trust 2), a discretionary trust organized under the laws of The information required on the remainder of this Always cite the International Consortium of Investigative Journalists when using this data. DMGT is established to manage the family's newspaper interests. certain assets on behalf of Viscount Rothermere and his immediate family. Lord Rothermere is also the fourth member of his family to become executive chairman of the group. Early Termination Updates on Twitter. The recommended offer comes after the completion of a number of pre-conditions that were specified in RCLs July approach; the 1.4bn sale of DMGTs insurance risk division, the float of online car retailer Cazoo via a merger with SPAC Ajax I on the New York Stock Exchange and the reaching of a settlement with DMGTs pension scheme trustees. Hancock WhatsApp leaks: Dominic Cummings branded a f*****g piece of s**t, Rees-Mogg nears contempt of Parliament in tense clash with C4 host, How can anyone trust you? He provided Lord Leveson with details of numerous lunches and dinners with politicians including Tony Blair, Gordon Brown, David Cameron and Nick Clegg. The Trust Company is a special purpose entity, the principal business of which is the management of The stock exchange announcement offered no reasons why Rothermere Continuation Limited (RCL), the Jersey-registered holding company, has chosen this moment to say it may try to go fully. Offer is for 64% of DMGT, which also publishes the i and Metro, that Rothermeres do not already own. Jonathan Harmsworth, better known as Lord Rothermere, is the chairman of Daily Mail and General Trust (DMGT), which owns newspapers including the Daily Mail, the Mail on Sunday and Metro. [6], He was a supporter of the former Conservative Party leader David Cameron. Last month, the family's Jersey-registered holding company, Rothermere Continuation Ltd (RCL), announced that it was considering a 251p-a-share bid to buy DMGT, which also owns the Metro and i . You can also SUBSCRIBE TO OUR NEWSLETTER . But we can't do it without you. the Control Persons), are: Trust 1 is a Control Person with respect to The Trust Except as set forth in Item 3 above, none of the Reporting Persons or, to the best knowledge of the Reporting Read about our approach to external linking. It is vital that free media is allowed to exist to expose hypocrisy, corruption, wrongdoing and abuse of power. The former employee said Mr Greig had been brought in because he had a "softer" approach than Mr Dacre, but the result was intense competition between the Daily Mail and the Mail on Sunday - driven by their "warring editors". The Fourth Viscount Rothermere, Jonathan Harmsworth appointed DMGT Chairman. He is the chairman and controlling shareholder of the Daily Mail and General Trust, formerly "Associated Newspapers", a media conglomerate which includes the Daily Mail. Use our commercial database of more than 120 million business records & industry directory for company research & industry analysis. The Daily Mail was first. (as defined below) which constitute approximately 5.9% of the class outstanding. (a) Full name of discloser: Rothermere Continuation Limited ("RCL ")(b) Owner or controller of interests and short positions disclosed, if different from 1(a): The naming of nominee or vehicle companies is insufficient. 1 Level of acceptances and interests in relevant securities. He then passed on the nom-dom status to his son who doesnt actually pay the normal amount of tax despite owning a newspaper thats owned through various tax companies in Bermuda. To donate or subscribe to The London Economic, click here. The family, which founded the Daily Mail in 1896 and listed parent company Daily Mail and General Trust in 1932, has tabled a 255p per share offer valuing the newspaper business at 850m including debt. FORM 8 (OPD) PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER Rules 8.1 and 8.2 of the Takeover Code (the "Code") 1. Contact Info. According to Mr Greenslade, the DMGT chairman "has ignored the legion of complaints about the Mail's nastiness" and "never betrayed any sign of concern about the criticisms". Last edited on 11 February 2023, at 21:23, "Rothermere: 'DMGT remains committed to journalism', "How much is Daily Mail owner Lord Rothermere worth? The current Lord Rothermeres father loved Great Britain so much he went to live in France as a tax exile. made an offer to the other shareholders of DMGT to acquire from them those shares in DMGT not already beneficially owned by Rothermere. Our mission is to hold the powerful to account. The Control Persons are special purpose entities, the principal business of each being the management of certain One change he has instituted since becoming chairman is requiring directors to retire at age 75. Daily Mail & General Trust chairs family would buy about 70% of group that it does not already own. 1998 RMS joins DMGT DMGT acquires Risk Management Solutions, a fast-growing business in the emerging catastrophe risk modelling sector. business. Asked why politicians wanted to meet him, he said they "sometimes feel the paper's been hard on them" and asked him to "have some sort of influence". Rothermere said it now owns or has agreed to buy 56.7% of all DMGT shares. DMGT officially delisted and cancelled trading from the London Stock Exchange, ending its 90 year history.Perhaps this tweet sums it up? ': Messages reveal frantic hours after Hancock affair story breaks, 'The man is a narcissist': Tories despair as 'bully' Boris Johnson threatens Sunak's new start, Instagram midwife faces misconduct hearing over racially offensive posts, Maternity expert pulls out of conference accused of promoting 'normal birth' ideology, One of history's most famous psychological experiments was probably fake, Poverty complaints are 'bollocks' says Tory deputy chair: 'They dont know what poverty is', Ken Bruce's final show reminded us he doesn't just talk to everyone, he listens to them, too, Who hates my naked protests most? I am a private investor* I am not a private investor I am not a private investor [13] They have five children:[citation needed], In 2002, The Guardian reported that Rothermere had fathered at least one more child prior to his marriage. The takeover will require shareholder acceptances in respect of 90% of DMGTs A shares in issue and should the deal proceed, will consolidate Lord Rothermeres control over the publisher. RCL already has a 30% stake in the group which also owns the Metro and i newspaper titles and holds all of the vote-bearing shares in DMGTs two-tier stock structure. Material to Be Filed as Exhibits Item 7 of the Schedule 13D is amended and supplemented as follows: This article was amended on 14 July 2021. The Trust Company was incorporated in the British Daily Mail and General Trust Rothermere Continuation Limited Recent Work Slaughter and May is advising Daily Mail and General Trust plc on the 3.1bn reorganisation of DMGT, comprising a recommended cash offer by RCL and a proposed distribution to all shareholders 3 Nov 2021 If DMGT is taken private it will leave Reach the parent company of the Mirror, Express and Star national titles and regional publications such as the Manchester Evening News as the only major UK newspaper group remaining as a publicly listed company on the London Stock Exchange. You can download a raw copy of the database here. Public records show Infosys has received more than 50 million in UK public sector contracts since 2015 with Labour arguing Sunak should have registered an interest in the firm because of his wifes involvement. The government is becoming increasingly authoritarian and our media is run by a handful of billionaires, most of whom reside overseas and all of them have strong political allegiances and financial motivations. 2 Early Termination Updates by email. But what of the Mail newspaper group itself? 1934, Class A Ordinary Shares, par value $0.0001, (Name, Address and Telephone Number of Person Authorized (Nov 2): Daily Mail owner Lord Rothermere is on the verge of taking the newspaper private after closing in on a deal with its pension funds.Daily Mail & General Trust Plc and controlling shareholder Rothermere Continuation Ltd are "close to agreeing a deal with the trustees" of DMGT's three pension funds, the company said in a statement on Tuesday. until the third annual meeting of shareholders following the closing of a corporate transaction A DMGT spokesman would only say the 4th Viscounts domicile status was a private matter. 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However, the publisher of the Daily Mail said a potential offer was contingent on a number of factors, including a planned sale of DMGTs insurance risk business Risk Management Solutions, and the sale of its stake in the online car retailer Cazoo, which was valued at $7bn (5bn) after being snapped up by a special purpose acquisition company (Spac) in March. Trust 2 is a Control Person with respect to Rothermere. The inclusion of a person or entity in the ICIJ Offshore Leaks Database is not intended to suggest or imply that they have engaged in illegal or improper conduct. Story . beneficially owned by it, Rothermere beneficially owned (and continues to own) all of the DMGT ordinary shares. Premerger/HSR Press Releases. In a stock market announcement on Monday, the group said Rothermere's Jersey-registered holding company Rothermere Continuation Ltd (RCL) was considering a bid of 251p a share, valuing the. Boris Johnson weighs offers for his return to journalism, Daily Mail out to stop traitor Sunak as Tory rivals vie for press backing, Nils Pratley on the plans to take Daily Mail news group private, bought the New Scientist magazine in a 70m deal in March. See Items 7-11 of the cover pages and Item 2 above. With this in mind, the Mail shared their outrage at the apparent lack of tax fairness. A few years ago Ian Hislop went on a rant on Have I Got News For You after the Mail did a piece on Ed Milibands father claiming he was the man who hated Britain.. and is a resident in Jersey. Acceptance level update. to which this statement on Schedule 13D (this Schedule 13D) relates is the Class A ordinary shares, par value $0.0001 per Well, Daily Mailproprietor Lord Rothermere is also a famous exponent of non-dom tax rules. DMGT acquires New Scientist, one of the worlds leading science publishing titles. They wrote: Back in 1999 the young chairman of the Daily Mail and General Trust, the 4th Viscount Rothermere, aka Jonathan Harmsworth, bought a 220-acre estate called Ferne Park as home for his family, then comprising wife Claudia and two children under six. See Rule 13d-7 for other parties to whom copies are There are legitimate uses for offshore companies and trusts. Harmsworth, the 3rd Viscount Rothermere. The potential deal would place the Daily Mail and its sister titles squarely in the hands of. Lord Rothermere is already the controlling shareholder of DMGT through a 28% stake owned by his family trust, RCL. Business Phone: 44 (0) 1534 870670. to file with the United States Securities and Exchange Commission a statement on Schedule 13G and/or 13D with respect to the Class A Ordinary The publisher of the Daily Mail has been reorganising the business through disposals and targeted acquisitions of its own in recent years, having bought the New Scientist magazine in a 70m deal in March, as well as the i newspaper in a 49.6m deal two years ago. Private Eye also reported on Rothermeres purchase of a 220-acre estate for his family. Filing Agreement by and among the Reporting Persons, dated as of June 24, 2022 (filed The Special Dividend was declared by DMGT in Prior to Rothermeres acquisition of the shares in DMGT not already The. It was the most pathetic piece. Rothermere Continuation Ltd is the vehicle of DMGT's biggest shareholder Jonathan Harmsworth, Viscount. BROWSE PEOPLE DIRECTORY People Search General Register Office of England and Wales, Marriages, September quarter 1993, Westminster, Vol 15, page 1798. HSR Annual Reports. On Wednesday, DMGT said that shareholders will also receive a 568p a share special dividend, a 17.3p a share final dividend and 0.58 shares in Cazoo, worth a total of 2.28bn. The Rothermere family will offer shareholders 255p a share for DMGT plus debts, a higher price than the 251p a share they initially proposed in July. Rothermere Declaration of Trust, a discretionary trust organized under the laws of Jersey (Trust The Rothermere family has made an offer to take the publisher of the Daily Mail, i and Metro private in a 3.1bn deal, in a move that will end a 90-year run as a publicly listed company on the London Stock Exchange. Jonathan Harmsworth, known as Lord Rothermere and the great-grandson of the newspaper's founder, is already the firm's controlling shareholder through his family trust. Issuer owned by DMGT) being declared by DMGT (the Special Dividend), the settlement of which A multinational group, DMGT's operations extend far beyond journalism and include risk management, events and ownership of brands such as Wowcher and property website Zoopla. currently 760,872,476 outstanding shares of Ordinary Shares of the Issuer, based on information received from the Issuer prior to filing. Company and Rothermere together hold approximately 5.9% of the Issuers outstanding shares. Consequently, DMGT shareholders will also receive a special dividend of 991p per share and a final dividend worth 17.3p a share, bringing the total value of the offer and investor payouts to 12.63 a share, just over 3bn including debts. The percentage calculation assumes that there are currently The current Lord Rothermere, whose father and grandfather were both chairmen of DMGT, has a history degree from Duke University in the US and was managing director of the Evening Standard before taking his current role. In September 2013, the Daily Mail published an article headlined "the man who hated Britain" about Ralph Miliband, the late father of Labour leader Ed Miliband - who called the story a "lie". He said he would usually "refer them back to Paul Dacre" but would sometimes raise an issue with the editor if a complaint appeared to have "merit". The Right Honourable Jonathan Harold Esmond Vere Viscount Geordie Greig's appointment as editor of the Mail on Sunday in 2012 sparked rumours he was being groomed as Mr Dacre's successor, but quotes from Lord Rothermere in Tatler magazine's October 2013 edition said Mr Dacre had signed a new contract. The Reporting Persons reserve the right, based on all relevant factors and subject to applicable law or other restrictions, at Rothermere Continuation Limited (RCL) is a holding company incorporated in Bermuda. This Joint Filing Agreement may or Relationships with Respect to Securities of the Issuer. [12], Rothermere married Claudia DeVriese, daughter of Terence J. Clemence, on 15 July 1993. [8] In April 2015, The Sunday Times estimated his net worth at 1 billion. DMGT participates in the successful Zoopla Property Group IPO and sells 40% of its stake. agree. The Offer has been recommended by the non-conflicted directors of DMGT. rothermere continuation ltd. 35-37 NEW STREET. In addition, RCL has agreed that DMGT should recommend for approval, in accordance with its existing dividend policy, a final dividend in respect of FY 2021 (the 2021 Proposed Final Dividend). The address of the principal business office of each of the Reporting Persons and the Control "[5], In 2013, Private Eye reported that the non-dom status could be in doubt because of his stately home, Ferne House in Wiltshire, and status as a Freeman of the City of London. VideoRussian minister laughed at for Ukraine war claims, The children left behind in Cuba's mass exodus, Xi Jinping's power grab - and why it matters, Snow, Fire and Lights: Photos of the Week. The offer for the residual businesses is substantially below what we believe is a fair and reasonable valuation, said Chris Field, fund manager at MAM. The Special Dividend comprises cash and the shares DMGT owns in NYSE-listed Cazoo Group Limited. C to Schedule 13D, each person controlling such Reporting Persons, as described herein (each, a Control Person and, collectively, They outlined ten key questions the chancellor should answer regarding the tax scandal. Slaughter and May is advising Daily Mail and General Trust plc (DMGT) on the reorganisation of DMGT, which comprises a cash offer by Rothermere Continuation Limited (RCL) for all the non-voting shares in DMGT (DMGT A Shares) not already owned by RCL (the Offer), and a proposed special distribution to all shareholders of DMGT (the Special Dividend). Photo by Pete Harlow, Wikimedia Commons (Creative Commons licence CC BY-SA 3.0).. In an article on Lord Rothermere, the Guardian's Roy Greenslade wrote that he "has laboured for years under the impression that Daily Mail editor Paul Dacre is some kind of irreplaceable journalistic genius". . On November 3, 2021, Rothermere formally made an offer to the other shareholders of DMGT to The Reporting Persons acquired [11], Lord Rothermere chairs the Imperial War Museum foundation, following the tradition set by his great grandfather, the first Viscount. Earlier this year DMGT sold its share of car-buying platform Cazoo, which listed in New York via a special purpose vehicle, and disposed of its catastrophe modelling business RMS ahead of Lord Rothermere proposing the share buyback. It features a powerful transaction data analysis tool for accessing, analysing and comparing the specific features of corporate transactions, with a comprehensive and searchable library of deal documentation across 14 different deal types. 3: . who owns rothermere continuation limited. Rothermere was incorporated in Jersey and is a resident in Jersey. Lord Rothermere appeared third on the Sunday Times Rich List "media top 20" in 2012, with an estimated wealth of 760m. According to the International Business Times: "The Daily Mail owner did not deny claiming tax concessions as "non-dom", though he insisted this was because his father had lived in France. of the Ordinary Shares was acquired as part of the Special Dividend (as defined below) which was declared pro rata to all of the All conditions for Jonathan Harmsworth, better known as Lord Rothermere, is the chairman of Daily Mail and General Trust (DMGT), which owns newspapers including the Daily Mail, the Mail on Sunday and Metro. a Group (See Instructions) (a) o(b) o, Check if disclosure of legal proceedings RCL is owned by a trust for the benefit of theViscount Rothermere and his immediate family.In return, the Trust will receive non-voting "A" ordinary shares,at a ratio of 112.5 non-voting "A" ordinary shares for every 100ordinary voting shares held. The owner of Britain's Daily Mail said on Tuesday it was close to agreeing a deal with its pension trustees that could see Rothermere Continuation Ltd pay them roughly 400 million pounds ($546 . DMGT said it has received a number of inquiries for RMS, which it bought in 1998. As well as the Daily Mail and Mail on Sunday, the group also owns Metro newspapers and recently acquired The i newspaper and New Scientist. to Receive Rothermere may communicate with the board of directors of the Issuer (the Board), members of management The firm said that Rothermere Continuation Ltd, which owns around 30%, had indicated it was prepared to make a possible cash offer of 251p per share for the entire share capital it did not already own, implying an enterprise value of around 810m.
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