European Metals Holdings Regulatory News (EMH)

5 Dec 2006 08:34

European Motor Hldgs PLC05 December 2006 Statement Re: Press Speculation 5 DECEMBER 2006 EUROPEAN MOTOR HOLDINGS PLC ("EMH") Further to EMH's announcement of its interim results on 18 October 2006 in whichthe Board stated that it was undertaking a strategic review, EMH notes therecent press speculation and confirms that it is in discussions with interestedparties in relation to a possible offer for EMH. The Board stresses however thatthese discussions are at a preliminary stage and there is no certainty that suchdiscussions will lead to an offer being made for EMH. A further announcement will be made when appropriate. Dealing Disclosure Requirements Under the provisions of Rule 8.3 of the Takeover Code (the "Code") if any personis, or becomes, "interested" (directly or indirectly) in 1% or more of any classof "relevant securities" of EMH, all "dealings" in any "relevant securities" ofthat company, (including by means of an option in respect of, or a derivativereferenced to, any such "relevant securities") must be publicly disclosed by nolater than 3.30 p.m. (London time) on the London business day following the dateof the relevant transaction. This requirement will continue until the date onwhich the "offer period" ends, or is declared unconditional as to acceptances,lapses or is otherwise withdrawn or on which the "offer" period" otherwise ends.If two or more persons act together pursuant to an agreement or understanding,whether formal or informal, to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" ofEMH, 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 "relevantsecurities" of EMH by EMH or by any of its respective "associates", must bedisclosed by no later than 12.00 noon (London time) on the London business dayfollowing 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 inissue, can be found on the Takeover Panel's website at http://www.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. This information is provided by RNS The company news service from the London Stock Exchange