GYG.L Regulatory News (GYG)

12 Jul 2005 09:07

Gyrus Group PLC12 July 2005 12 July 2005 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, THE REPUBLIC OF IRELAND OR THE REPUBLIC OF SOUTH AFRICA UPDATED EXPECTED TIMETABLE OF PRINCIPAL EVENTS PROPOSED ACQUISITION BY GYRUS OF ACMI FOR $497 MILLION (£275 MILLION) VENDOR PLACING OF 61,560,025 NEW ORDINARY SHARES AT 250P PER SHARE On 16 June 2005 Gyrus Group PLC (the "Company") announced the proposedacquisition of American Cystoscope Makers Inc. ("ACMI"), an established USmedical device company focused on urology and gynaecology, principally owned byinvestment funds managed by Fox Paine & Company, LLC, a California-based privateequity firm. The announcement of 16 June 2005 stated that the acquisition was expected to becompleted by, and dealings in the new ordinary shares to commence on, 19 July2005, subject to the satisfaction of certain conditions. Following announcement of shareholder approval of the acquisition on 4 July2005, the acquisition is now expected to be completed on, and dealings in thenew ordinary shares to commence on, 21 July 2005. Completion of the acquisitionremains subject to the satisfaction of certain conditions. The updated expectedtimetable of principal events is as follows: UPDATED EXPECTED TIMETABLE OF PRINCIPAL EVENTS Expected date of completion of the acquisition, admission, settlement and 8.00 a.m. on 21 Julycommencement of dealings in the new ordinary sharesExpected date for crediting of the new ordinary shares issued to CREST stock 21 Julyaccounts in uncertificated (paperless) formDespatch of definitive share certificates in respect of the new ordinary shares in 1 Augustcertificated form by Notes: (1) The dates set out in the Revised Expected Timetable of PrincipalEvents above and mentioned throughout this announcement may be adjusted byagreement between the Company and Numis Securities Limited, in which event thenew dates will be notified to the UK Listing Authority and to the London StockExchange and, where appropriate, to shareholders. (2) All references to time in this announcement are to British SummerTime. Please refer to Gyrus's announcement of 16 June 2005 for further details of theproposed acquisition. Terms used in this announcement have the meaning given to them in the documentdated 16 June 2005 comprising listing particulars and a class 1 circular of theCompany. Enquiries: Gyrus Group PLC Tel: 0118 921 9750Brian Steer, Executive ChairmanSimon Shaw, Chief Financial Officer Numis Securities Tel: 020 7776 1500Charles SpicerStuart Skinner Bear, Stearns International Tel: 020 7516 6000Ian George Panmure Gordon Tel: 020 7459 3600Gilbert EllacombeDominic Morley Financial Dynamics Tel: 020 7831 3113Ben Atwell Numis Securities Limited, Bear, Stearns International Limited and Panmure Gordon(UK) Limited, which are regulated in the United Kingdom by The FinancialServices Authority, are acting exclusively for Gyrus Group PLC (within themeaning of the Rules of the Financial Services Authority) in connection with theVendor Placing and for nobody else. Numis Securities Limited, Bear, StearnsInternational Limited and Panmure Gordon (UK) Limited will not be responsible toanyone other than Gyrus Group PLC for providing the protections afforded totheir respective customers, nor for providing advice in relation to the VendorPlacing or the contents of this announcement or any matter referred to in thisannouncement. Neither the Ordinary Shares nor the Placing Shares have been, orwill be, registered under the United States Securities Act of 1933 (as amended),or under the securities laws of any state of the United States or any provinceor territory of Canada, Australia, Japan, the Republic of Ireland or theRepublic of South Africa. Subject to certain exceptions, the Placing Shares maynot, directly or indirectly, be offered, sold, taken up or delivered in or intoor from the United States, Canada, Australia, Japan, the Republic of Ireland orthe Republic of South Africa or their respective territories or possessions.This announcement does not constitute an offer to sell or issue or thesolicitation of an offer to buy or subscribe for New Ordinary Shares in anyjurisdiction in which such offer or solicitation is unlawful. Accordingly,copies of this announcement are not being and must not be mailed or otherwisedistributed or sent in or into or from the United States, Canada, Australia,Japan, the Republic of Ireland or the Republic of South Africa and any personreceiving this announcement (including custodians, nominees and trustees) mustnot distribute or send it in or into or from the United States, Canada,Australia, Japan or the Republic of Ireland or the Republic of South Africa.This announcement has not been approved by any of Numis Securities Limited,Bear, Stearns International Limited and Panmure Gordon (UK) Limited for thepurposes of section 21 of the Financial Services and Markets Act 2000. This information is provided by RNS The company news service from the London Stock Exchange