CHW.L Regulatory News (CHW)

20 Oct 2009 17:14



NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

Chime Communications plc

Rule 2.10 announcement - relevant securities in issue

In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, Chime Communications plc confirms that it has 57,082,273 ordinary shares of 25 pence each in issue as at 20 October 2009. Chime Communications plc currently holds no ordinary shares in Treasury. 

The ISIN reference for Chime Communications plc's shares is GB00B2QY9355. 

Dealing disclosure requirements

Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if any person is, or becomes, "interested" (directly or indirectly) in 1 per cent. or more of any class of "relevant securities" of Chime Communications plc or of Essentially Group Limited, 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until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends.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 Chime Communications plc or of Essentially Group Limited, 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 Chime Communications plc or of Essentially Group Limited by Chime Communications plc or by Essentially Group Limited, 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.

The 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 Takeover Panel's 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 their 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 consider the Panel. 

Tom TollissDeputy SecretaryChime Communications plc20 October 2009