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THIS IS AN ANNOUNCEMENT REGARDING A POSSIBLE OFFER, INCLUDING FOR THE PURPOSES OF RULE 2.12 OF THE IRISH TAKEOVER PANEL ACT 1997, TAKEOVER RULES, 2022 (THE “IRISH TAKEOVER RULES”). THIS IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE IRISH TAKEOVER RULES AND THERE CAN BE NO CERTAINTY THAT AN OFFER WILL BE MADE, OR AS TO THE TERMS ON WHICH ANY OFFER MIGHT BE MADE.
REDWOOD CITY, Calif., & DUBLIN--(BUSINESS WIRE)-- The Board of MariaDB plc ("MariaDB" or the "Company") (NYSE: MRDB) notes the announcement made by Runa Capital II (GP) on September 15, 2023 and confirms that it has received an unsolicited non-binding indicative proposal from Runa Capital II (GP) as general partner of Runa Capital Fund II, L.P. on behalf of itself and its other investment affiliates ("Runa") to acquire 100% of the issued ordinary shares of the Company other than those shares already owned by Runa (the “Possible Offer”). The Board of MariaDB is reviewing and taking advice regarding the Possible Offer. The Possible Offer may or may not lead to an offer being made for the entire share capital of the Company. There can be no certainty that any offer will be made. A further announcement will be made if and when appropriate.
In accordance with Rule 2.6 of the Irish Takeover Rules, Runa is required, no later than 5:00 pm (New York time) on October 27, 2023, to either (i) announce a firm intention to make an offer for the Company in accordance with Rule 2.7 of the Irish Takeover Rules; or (ii) announce that it does not intend to make an offer for the Company, in which case the announcement will be treated as a statement to which Rule 2.8 of the Irish Takeover Rules applies. This deadline will only be extended with the consent of the Irish Takeover Panel in accordance with Rule 2.6(c) of the Takeover Rules, at the request of the Company.