Rns...3 Mar 2010 07:05
years. Reported revenue increased from GBP169.2 million for the year ended 30 September 2005 to GBP410.0 million for the year ended 30 September 2009. Reported adjusted operating profit and profit before taxation increased from GBP18.7 million to GBP38.9 million and GBP13.5 million to GBP21.0 million respectively over the same period. A large contributor to the growth in both revenue and profit has been the creation and development of Care UK's healthcare division. This division has become a market leading independent provider of healthcare services to the NHS. From a Closing Price high of 840 pence on 3 May 2007, Care UK's share price decreased to a Closing Price of 297.5 pence on 29 September 2009, the last Business Day before the commencement of the Offer Period, partly reflecting, in the Independent Directors' view, concern as to the visibility of healthcare opportunities during the transition from the initial minimum guaranteed revenue model to a fully open market reflecting consumer driven demand. In August 2009, Care UK received an initial approach from Bridgepoint regarding its interest in making a possible offer for Care UK. The approach was evaluated by the Care UK Directors and their advisers and rejected. A statement was made to this effect on 30 September 2009. In November 2009, a revised proposal was received from Bridgepoint. The revised proposal included an indicative offer price of 450 pence per share in cash with certainty of funding. The revised proposal represented, in the Independent Directors' view, a material improvement on the initial proposal both in terms of quantum and execution risk. Care UK's advisers then contacted a limited number of other potential bidders to evaluate whether an improved offer may be forthcoming. The Independent Directors also solicited feedback on the proposed offer from a majority of the Care UK Shareholders (by value). The feedback from these Care UK Shareholders, helped to convince the Independent Directors that the Proposals should be put in front of Care UK Shareholders to consider. The Proposals represent an opportunity for Care UK Shareholders to realise the value of their investment at an attractive premium to the current and undisturbed market value of Care UK. At a price of 450 pence per Care UK Share in cash, the Proposals represent: · a premium of 51.3 per cent. to the Closing Price of 297.5 pence per Care UK Share on 29 September 2009 (being the last Business Day prior to the commencement of the Offer Period); · a premium of 58.7 per cent. to the Closing Price of 283.5 pence per Care UK Share (being the average volume-weighted Closing Price for the one month ended on 29 September 2009); and · a premium of 9.2 per cent. to the Closing Price of 412.25 pence per Care UK Share on 2 March 2010 (being the last Business Day prior to the date of this announcement). The last Business Day on which the Closing Price of Care UK Shares was 450 pence or above was on 10 June 2008. I