Aptitude Regulatory News (APTD)

11 Apr 2008 11:56

Microgen PLC11 April 2008 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTOTHE UNITED STATES OF AMERICA, CANADA, AUSTRALIA OR JAPAN OR ANY JURISDICTIONWHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCHJURISDICTION For immediate release11 April 2008 Microgen plc ("Microgen" or the "Company") Statement regarding Scisys plc ("Scisys") The Board of Microgen notes the recent rise in the share price of Scisys and the associated press speculation. Microgen confirms that on 3 April 2008, itacquired 3,206,081 shares in Scisys at 32 pence per share and on 7 April 2008acquired an additional 464,605 shares at 36.5 pence per share. In totaltherefore Microgen holds 3,670,686 shares representing approximately 12.89% ofthe issued share capital of Scisys. Microgen and Scisys have collaborated in a number of business areas and thisoperational relationship continues. An informal meeting has been held betweenMicrogen and Scisys and the Board of Microgen continues to consider its options,which may or may not include an offer for Scisys. This announcement does notamount to a firm intention to make an offer under Rule 2.5 of the City Code onTakeovers and Mergers and, as such, there can be no certainty that any offerwill be made nor as to the terms and pre-conditions on which any such offer maybe made. A further announcement may be made, if and when appropriate. Enquiries: Microgen plc Tel: 01252 772300Martyn RatcliffePhilip Wood Arbuthnot Securities Limited Tel: 020 7012 2000Tom GriffithsAlasdair Younie Financial Dynamics Tel: 020 7831 3113Giles SandersonHaya Chelhot Dealing Disclosure RequirementsUnder the provisions of Rule 8.3 of the Takeover Code (the "Code"), if anyperson is, or becomes, "interested" (directly or indirectly) in 1% or more ofany class of "relevant securities" of Microgen or of Scisys, all "dealings" inany "relevant securities" of that company (including by means of an option inrespect of, or a derivative referenced to, any such "relevant securities") mustbe publicly disclosed by no later than 3.30 p.m. (London time) on the Londonbusiness day following the date of the relevant transaction. This requirementwill continue until the date on which the offer becomes, or is declared,unconditional as to acceptances, lapses or is otherwise withdrawn or on whichthe "offer period" otherwise ends. If two or more persons act together pursuantto an agreement or understanding, whether formal or informal, to acquire an"interest" in "relevant securities" of Microgen or Scisys, they will be deemedto be a single person for the purpose of Rule 8.3. Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevantsecurities" of Microgen or Scisys by Microgen or Scisys, or by any of theirrespective "associates", must be disclosed by no later than 12.00 noon (Londontime) on the London business day following the date of the relevant transaction. A disclosure table, giving details of the companies in whose "relevantsecurities" "dealings" should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website atwww.thetakeoverpanel.org.uk. "Interests in securities" arise, in summary, when a person has long economicexposure, whether conditional or absolute, to changes in the price ofsecurities. In particular, a person will be treated as having an "interest" byvirtue of the ownership or control of securities, or by virtue of any option inrespect of, or derivative referenced to, securities. Terms in quotation marks are defined in the Code, which can also be found on thePanel's website. If you are in any doubt as to whether or not you are requiredto disclose a "dealing" under Rule 8, you should consult the Panel. In accordance with Rule 2.10 of the Code, Microgen confirms that, as at theclose of business on 10 April 2008, it had in issue 102,882,276 ordinary sharesof 5p each. The ISIN reference for the Ordinary Shares is GB0005869531. This information is provided by RNS The company news service from the London Stock Exchange