Neometals Regulatory News (NMT)

12 Oct 2006 17:22

Volvere PLC12 October 2006 Not for release, publication or distribution in, into or from the United States, Canada, Australia, South Africa or Japan For immediate release 12 October 2006 Recommended Offer by Volvere plc ("Volvere") for the whole of the issued ordinary share capital of NMT Group PLC ("NMT") not already owned by Volvere plc Further to the announcement made on 14 September 2006 of an offer ("the Offer"),to be made by Volvere, for the whole of the issued ordinary share capital of NMTnot already owned by Volvere, the Volvere Board announces that the OfferDocument, Equivalent Document and Form of Acceptance relating to the Offer arebeing posted to NMT Shareholders today. Volvere has received irrevocable undertakings to accept (or procure theacceptance of) the Offer in respect of an aggregate of 1,760,343 NMT Shares,representing approximately 20.2 per cent. of NMT's issued ordinary sharecapital. These undertakings remain binding in the event of a higher offer.Volvere already owns 2,604,683 NMT Shares, representing approximately 29.9 percent. of NMT's issued ordinary share capital. Volvere's existing shareholding, combined with the NMT Shares subject toirrevocable undertakings, represents in aggregate approximately 50.1 per cent.of NMT's current issued ordinary share capital. Copies of the Offer Document, the Equivalent Document (in relation to theproposed issue of Volvere Shares in connection with the Offer) and the Form ofAcceptance (for use by NMT Shareholders in certificated form only) are availablefor collection, free of charge, during normal business hours from the registeredoffice of Volvere plc, 9-11 Grosvenor Gardens, London SW1W 0BD and the officesof Dawnay, Day Corporate Finance Limited, 17 Grosvenor Gardens, London SW1W 0BD. As set out in the Offer Document, acceptances of the Offer should be received nolater than 1.00 p.m. on 2 November 2006. Enquiries: Dawnay, Day Corporate Finance Limited Sandy Jamieson 020 7509 4570 Alex Stanbury 020 7509 4570 This announcement does not constitute an offer or invitation to purchase anysecurities or a solicitation or an offer to buy any securities, pursuant to theOffer or otherwise. Dawnay, Day Corporate Finance Limited which is authorised and regulated by theFinancial Services Authority, is acting exclusively for Volvere and no-one elsein connection with the Offer and will not be responsible to anyone other thanVolvere for providing the protections afforded to clients of Dawnay, DayCorporate Finance Limited or for giving advice in relation to the Offer or anyother matter referred to in this document. The issue of this announcement has been approved by the Volvere Board. TheVolvere Directors are the persons responsible for the information contained inthis announcement. To the best of their knowledge and belief (having taken allreasonable care to ensure that such is the case) the information contained inthis announcement is in accordance with the facts and does not omit anythinglikely to affect the import of such information. Each of the Volvere Directorsaccepts responsibility accordingly. The Offer is not being made directly or indirectly in or into, or by use of themails of, or by any means or instrumentality (including, without limitation,facsimile transmission, telex, email and telephone) of interstate or foreigncommerce of, or any facility of a national securities exchange of, the UnitedStates, nor is it being made directly or indirectly in or into Canada,Australia, South Africa or Japan, and the Offer cannot be accepted by any suchuse, means, instrumentality or facility or from or within the United States,Canada, Australia, South Africa or Japan. Accordingly, copies of thisannouncement, the Offer Document, the Equivalent Document, the Form ofAcceptance and any related documents are not being and must not be, mailed orotherwise distributed, forwarded, transmitted or sent in, into or from theUnited States, Canada, Australia, South Africa or Japan and persons receivingthis announcement, the Offer Document, the Equivalent Document, or the Form ofAcceptance (including custodians, nominees and trustees) must not mail orotherwise distribute, forward, transmit or send it/them in, into or from theUnited States, Canada, Australia, South Africa or Japan. Doing so may renderinvalid any purported acceptance of the Offer. Further information for OverseasShareholders is set out in the Offer Document. Any person (including, withoutlimitation, any nominee, trustee or custodian) who would, or otherwise intendsto, or who may have a contractual or legal obligation to, mail, distribute,forward or transmit this announcement, the Offer Document, the Form ofAcceptance or any related documents to any jurisdiction outside the UnitedKingdom should read the relevant information in the Offer Document before takingany action. This information is provided by RNS The company news service from the London Stock Exchange