Elektron Technology Share News (EKT)

calculations of percentage holdings of voting rights, share capital and relevant securities. 3. Unless otherwise stated financial information relating to Hartest has been extracted from Hartest's preliminary results for the period ending 31 March 2010. 4. Hartest Share prices have been derived from Fidessa and represent closing middle market prices on the relevant date. APPENDIX II Definitions The following definitions apply throughout the summary announcement and this Announcement, unless the context requires otherwise: +------------------+-------------------------------+ | "Acquisition" | the acquisition of 2,577,309 | | | Hartest Shares at a price of | | | 90 pence per Hartest Share by | | | the Offeror from Peter | | | Gyllenhammar on 30 July 2010; | +------------------+-------------------------------+ | "Act" | the Companies Act 2006; | +------------------+-------------------------------+ | "Admission" | the admission of the Placing | | | Shares to trading on AIM; | +------------------+-------------------------------+ | "Announcement" | this announcement by the | | | Offeror of a firm intention | | | to make the Offer dated 30 | | | July 2010; | +------------------+-------------------------------+ | "AIM" | the AIM Market of the London | | | Stock Exchange; | +------------------+-------------------------------+ | "AIM Rules" | the AIM Rules for Companies | | | as published by the London | | | Stock Exchange from time to | | | time; | +------------------+-------------------------------+ | "Australia" | the Commonwealth of | | | Australia, its states, | | | territories and possessions; | +------------------+-------------------------------+ | "Board" | board of directors; | +------------------+-------------------------------+ | "Business Day" | any day, other than a | | | Saturday, Sunday or public or | | | bank holiday, on which banks | | | are generally open for | | | business in the City of | | | London; | +------------------+-------------------------------+ | "Canada" | Canada, its provinces and | | | territories and all areas | | | subject to its jurisdiction | | | and any political | | | sub-division thereof; | +------------------+-------------------------------+ | "Closing Price" | the closing middle market | | | quotation of a Hartest Share | | | as derived from Fidessa; | +------------------+-------------------------------+ | "Code" | the City Code on Takeovers | | | and Mergers, as amended from | | | time to time; | +------------------+-------------------------------+ | "Fidessa" | Fidessa Workstation, the | | | market data system operated | | | by Fidessa Group Plc; | +------------------+-------------------------------+ | "finnCap" | finnCap Ltd; | +------------------+-------------------------------+ | "First Closing | the date to be described as | | Date" | such in the Offer Document in | | | relation to the Offer; | +------------------+-------------------------------+ | "Form of | the form of acceptance | | Acceptance" | relating to the Offer which | | | will accompany the Offer | | | Document; | +------------------+-------------------------------+ | "FSA" | the Financial Services | | | Authority; | +------------------+-------------------------------+ | "FSMA" | the Financial Services and | | | Markets Act 2000, as amended | | | from time to time; | +------------------+-------------------------------+ | "Hartest" | Hartest Holdings Plc; | +------------------+-------------------------------+ | "Hartest | the holders of Hartest Shares | | Shareholders" | from time to time; | +------------------+-------------------------------+ | "Hartest Shares" | the existing unconditionally | | | allotted or issued and fully | | | paid ordinary shares of 10 | | | pence each in the capital of | | | Hartest and any further | | | shares which are issued or | | | unconditionally allotted | | | prior to the time at which | | | the Offer ceases to be open | | | for acceptance (or prior to | | | such earlier time as the | | | Offeror may, in accordance | | | with the terms and condition | | | of the Offer, and subject to | | | the Code, decide) excluding | | | in both cases any such shares | | | held or which become held as | | | treasury shares (for the | | | purposes of the Act); | +------------------+-------------------------------+ | "Hartest Share | the Hartest EMI, New EMI, | | Schemes" | Approved and Unapproved share | | | option schemes as detailed in | | | its Annual Report for the | | | year ended 31 March 2009; | +------------------+-------------------------------+ | "Japan" | Japan, its cities, | | | prefectures, territories and | | | possessions and all areas | | | subject to its jurisdiction | | | and any political | | | sub-division thereof; | +------------------+-------------------------------+ | "London Stock | London Stock Exchange Plc; | | Exchange" | | +------------------+-------------------------------+ | "Offer" | the mandatory cash offer | | | being made by the Offeror to | | | acquire all of the Hartest | | | Shares not already owned by | | | the Offeror on the terms to | | | be set out in the Offer | | | Document and the Form of | | | Acceptance (including, where | | | the context so requires, any | | | subsequent revision, | | | variation, extension or | | | renewal of such offer); | +------------------+-------------------------------+ | "Offer Document" | the document to be despatched | | | to Hartest Shareholders | | | (other than certain Overseas | | | Shareholders) setting out the | | | full terms of the Offer; | +------------------+-------------------------------+ | "Offer Price" | 90 pence per Hartest Share; | +------------------+-------------------------------+ | "Offeror" or the | Elektron Plc; | | "Company" | | +------------------+-------------------------------+ | "Overseas | Hartest Shareholders who are | | Shareholders" | resident in, or nationals or | | | citizens of, jurisdictions | | | outside the United Kingdom or | | | who are nominees of, or | | | custodians or trustees for, | | | residents, citizens or | | | nationals of other countries; | +------------------+-------------------------------+ | "Panel" | the Panel on Takeovers and | | | Mergers; | +------------------+-------------------------------+ | "Placing" | the placing by finnCap of the | | | Placing Shares at the Placing | | | Price to Keith Daley, | | | Christopher Leigh and a | | | select number of | | | institutional investors; | +------------------+-------------------------------+ | "Placing Price" | 20 pence per Placing share; | +------------------+-------------------------------+ | "Placing | the gross proceeds of the | | Proceeds" | Placing of GBP3.1 million; | +------------------+-------------------------------+ | "Placing Shares" | 15,525,000 new ordinary | | | shares in the capital of | | | Elektron placed by finnCap | | | pursuant to the Placing; | +------------------+-------------------------------+ | "Restricted | any jurisdiction where local | | Jurisdiction" | laws or regulations may | | | result in a significant risk | | | of civil, regulatory or | (MORE TO FOLLOW) Dow Jones Newswires July 30, 2010 03:37 ET (07:37 GMT)