1 Jul 2009 11:22
ElektronΒ Plc
1 JulyΒ 2009
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION
Statement re Possible Offer
ElektronΒ notes the recentΒ movement in the share price ofΒ Hartest HoldingsΒ plc ("Hartest") and confirms that it is considering a possibleΒ jointΒ offer forΒ HartestΒ with a third party. Any offer, if made, is likely to be solely in cashΒ at orΒ around 25Β pence perΒ HartestΒ ordinaryΒ shareΒ of nominal value Β£0.10. However, no decision has been made regarding any offer and no approach has beenΒ made toΒ Hartest. This announcement does not amount to a firm intention to announce an offer.
For further information please contact:
Keith Daley
Elektron Plc
Tel: 0208 348 0810
Β
Charles Cunningham
FinnCap
Tel: 0207 600 1658
Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if any person is,Β or becomes, "interested" (directly or indirectly) in 1% or more of any class ofΒ "relevant securities" ofΒ Hartest, all "dealings" in anyΒ "relevant securities" ofΒ HartestΒ (including by means of an option in respect of,Β or a derivative referenced to, any such "relevant securities") must be publiclyΒ disclosed by no later than 3.30 pm (London time) on the London business dayΒ following the date of the relevant transaction. This requirement will continue until theΒ date on which the offer becomes, or is declared, unconditional as to acceptances,Β lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. IfΒ two or more persons act together pursuant to an agreement or understanding, whetherΒ formal or informal, to acquire an "interest" in "relevant securities" ofΒ Hartest, they will be deemed to be a single person for the purpose ofΒ Rule 8.3.
Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant securities" ofΒ HartestΒ byΒ Elektron, or byΒ any of their "associates", must be disclosed by no later than 12.00 noonΒ (London time) on the London business day following the date of the relevantΒ transaction.
A disclosure table, giving details of the companies in whose "relevant securities"Β "dealings" should be disclosed, and the number of such securities in issue, can beΒ found on the Takeover Panel's website atΒ www.thetakeoverpanel.org.uk.
"Interests in securities" arise, in summary, when a person has long economicΒ exposure, whether conditional or absolute, to changes in the price of securities. InΒ particular, a person will be treated as having an "interest" by virtue of the ownershipΒ or control of securities, or by virtue of any option in respect of, or derivativeΒ referenced to, securities.
Terms in quotation marks are defined in the Code, which can also be found on theΒ Panel's website. If you are in any doubt as to whether or not you are required toΒ disclose aΒ "dealing"Β under Rule 8, you should consult the Panel.
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