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19 Aug 2008 08:19
19 August 2008
For immediate release
ascribe plc
("Ascribe" or the "Company")
Announcement regarding possible offer
The board of Ascribe notes recent press speculation regarding the Company and announces that it is in preliminary discussions in relation to a potential management buyout by Ascribe's executive directors. These discussions may or may not lead to an offer being made for the entire issued share capital of the Company and shareholders should be aware that there is no certainty that an offer will be forthcoming.
A further announcement will be made in due course.
Enquiries:-
Ascribe plc: 08700 53 45 45
Stephen Critchlow, Executive Chairman
Cenkos Securities plc, Financial Adviser to Ascribe: 020 7397 8900
Nick Wells
Ian Soanes
Rule 2.10 Requirement
In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, Ascribe confirms that it currently has in issue 117,578,495 ordinary shares of 1p each.
The International Securities Identification Number for the ordinary shares is GB00B04WW503.
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until the date on which any offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends.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.
The Company's Directors accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the Company's Directors (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.
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