12 Jun 2008 17:33
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NOT FOR RELEASE, DISTRIBUTION OR TRANSMISSION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITEDΒ STATES,Β CANADA,Β JAPANΒ ORΒ AUSTRALIA
Polo Resources Limited
Update Re:Β Statement regardingΒ GCM ResourcesΒ plc
Polo Resources Limited ("Polo") announces that, further to its announcement on 19 May 2008 regardingΒ a possibleΒ cash offer for GCM Resources plc ("GCM") at 175pΒ per share, it has been unable to reach agreement with theΒ Board of GCM on the terms of aΒ recommended bid.
Polo is keen to ensure that its pursuit of other value generating opportunities is not materially impacted by lengthy negotiations which it believes would be necessary to gain the recommendationΒ from the Board of GCMΒ forΒ an agreed offer. Consequently, Polo does not believe that to continue its discussions with GCM is in the best interests of Polo shareholdersΒ at the current time.Β Polo therefore confirms that it is no longer considering making an offer for GCM and as such has terminated discussions with the Board of GCM.
For the purposes of Rule 2.8 and other relevant provisions of The City Code on Takeovers and Mergers ("theΒ Code"), Polo reserves the right to announce an offer or possible offer or make or participate in an offer or possible offer for GCM (including the right to make or announce or participate in an offer or possible offer at any price or on any terms whatsoever including a price that is less than 175 penceΒ ) and/or take any other action which would otherwise be restricted under Rule 2.8 of the Code at any time within the next six months in the event that:Β
(i) an agreement or recommendation from the Board ofΒ GCMΒ is forthcoming; orΒ
(ii) there is an announcement by a third party of a possible offer or a firm intention to make an offer for or a merger withΒ GCMΒ orΒ GCMΒ announces that it has received an approach in relation to a possible offer from a third party; orΒ
(iii)Β GCMΒ undertakes or announces an intention to undertake any acquisition or disposal of a material amount (where "material amount" is as defined in Note 2 on Rule 21.1 of the Code); orΒ
(iv)Β GCMΒ announces a whitewash proposal for the purposes of Rule 9 of the Code or a reverse takeover; orΒ
(v) there is a material change in circumstances.Β
Footnote (1)Β Β During the period ending three months from the date of this announcement, this reservation will not apply to event (i) and would require the consent of the Panel Executive for each of the events listed in (ii) to (v).
Enquiries:
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Polo Resources Limited
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Tel: +27 11 269 4900
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Neil Herbert, Deputy
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Chairman
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Canaccord Adams
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Tel +44 (0) 207 050 6500
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Mark Williams
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Financial Dynamics
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Tel: +44 (0) 20 7831 3113
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Ben Brewerton
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Edward Westropp
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