DEVC.L Regulatory News (DEVC)

27 Dec 2006 07:01

Elderstreet VCT PLC27 December 2006 Not for release, distribution or publication, in whole or in part, in or intothe United States, Canada, Australia or Japan 27 December 2006 Merger by way of recommended offer by Elderstreet VCT plc ("Elderstreet") for Elderstreet Millennium Venture Capital Trust plc ("Millennium") LEVEL OF ACCEPTANCES AND EXTENSION OF OFFER Elderstreet announces that as at 1.00 pm on 22 December 2006, being the firstclosing date of the Offer, valid acceptances had been received in respect of9,847,641 Millennium Shares (representing 61.0 per cent. of Millennium's issuedordinary share capital). Elderstreet announces that the Offer, which remains subject to the terms andconditions set out in the Offer Document, has been extended and will remain openfor acceptance until 1.00 pm on 8 January 2007 (unless further extended).Millennium Shareholders who have not yet accepted the Offer and who wish to doso should complete and return their forms of acceptance as soon as possible. Prior to making the Offer, Elderstreet had received irrevocable undertakings toaccept the Offer from Millennium Shareholders in respect of 278,000 MillenniumShares (representing approximately 1.7 per cent. of Millennium's issued ordinaryshare capital). Valid acceptances have been received in respect of 238,000 ofsuch shares (representing approximately 1.5 per cent. of Millennium's issuedordinary share capital) and these acceptances have been included in theacceptances referred to above (acceptances have not yet been received in respectof 40,000 Millennium Shares (representing approximately 0.2 per cent. ofMillennium's issued ordinary share capital) which were subject to an irrevocableundertaking to accept the Offer from Michael Stoddart). Prior to the Offer,89,000 Millennium Shares (representing approximately 0.8 per cent. ofMillennium's issued ordinary share capital) were held by a nominee company ownedby Smith & Williamson Holdings Limited on behalf of discretionary fundmanagement clients: a valid acceptance has been received in respect of all ofsuch shares and this acceptance has been included in the acceptances referred toabove. Save as set out herein, neither Elderstreet nor any person acting in concertwith Elderstreet held any Millennium Shares (or rights over Millennium Shares)prior to the commencement of the offer period on 29 November 2006 and neitherElderstreet nor, so far as Elderstreet is aware, any person acting in concertwith Elderstreet has acquired or agreed to acquire any Millennium Shares sincethat date. Enquiries: Smith & WilliamsonTel: 020 7131 4000Dr A BasirovDavid Jones Terms used in this announcement shall have the same meaning as those in theoffer document and prospectus equivalent published by Elderstreet VCT plc on 1December 2006. This announcement does not constitute an offer or an invitation to purchase orsubscribe for any securities. The Offer is being made solely by the OfferDocument and the Form of Acceptance, which contain the full terms and conditionsof the Offer, including details of how the Offer may be accepted. Smith & Williamson Corporate Finance Limited, which is authorised and regulatedin the United Kingdom by the Financial Services Authority, is acting exclusivelyfor Elderstreet VCT plc and no one else in connection with the Offer and willnot be responsible to anyone other than Elderstreet VCT plc for providing theprotections afforded to customers of Smith & Williamson Corporate FinanceLimited nor for providing advice in relation to the Offer or any other matterreferred to herein. The Offer is not being made, directly or indirectly, in or into the UnitedStates, Canada, Australia or Japan and the Offer Document and the Form ofAcceptance are not being, and should not be, mailed or otherwise distributed orsent in or into the United States, Canada, Australia or Japan or any otherjurisdiction if, in the latter case, to do so would constitute a violation ofthe relevant laws in such jurisdiction. The New Elderstreet Shares have not been, and will not be, registered under theUnited States Securities Act of 1933 (as amended) or under any relevantsecurities laws of any state or jurisdiction of the United States, Canada,Australia or Japan and no regulatory clearances in respect of the NewElderstreet Shares have been, or will be, applied for in any jurisdiction.Accordingly, unless an exemption under the United States Securities Act of 1933(as amended) or other relevant securities laws is applicable, the NewElderstreet Shares will not be, and may not be, offered, sold, resold, deliveredor distributed, directly or indirectly, in or into the United States, Canada,Australia or Japan or to, or for the account or benefit of, any United Statesperson or person resident in Canada, Australia or Japan. This information is provided by RNS The company news service from the London Stock Exchange