30 Apr 2009 08:34
"NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction
The Board announces that it has received an approach which may or may not lead to an offer being made for the entire issued share capital of the Company. Shareholders of the Company should be aware that there is no certainty that an offer will be forthcoming.
The Board also announces that it had requested Cenkos Securities plc to conduct a strategic review of the options available to the Company prior to having received this approach and that this review is continuing.
A further announcement will be made in due course.
Enquiries:-
Cenkos Securities plc - Financial Adviser
Will Rogers / Dion Di Miceli 020 7397 1920 / 020 7397 1921
Rule 2.10 Requirement
In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, the Company confirms that it currently has in issue 92,142,177 Sterling participating shares of no par value and 76,116,060 U.S. Dollar participating shares of no par value.
The International Securities Identification Number for the Sterling shares is GG00B1XCHB94 and for the U.S. Dollar shares is GG00B1XCLF11.
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 one per cent. or more of any class of "relevant securities" of the Company, 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until the date on which any offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends.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 the Company, 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 the Company by the Company or by the potential offeror, 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 UK Panel on Takeovers and Mergers' (the "Panel") 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.