PRG.L Regulatory News (PRG)

29 Aug 2007 07:01

Premier Research Group29 August 2007 Premier Research Group PLC ("the Company") Potential Offer The Company announces that certain of its executive management team have made avery preliminary approach to the Board seeking permission to explore thepossibility of making an offer for the Company. There can be no guarantee thatthis approach will lead to an offer being made for the issued ordinary sharecapital of the Company. An Independent Committee of the Board has been formed for the purposes ofconsidering any such offer if made. A further announcement will be made in duecourse. Dealing Disclosure Requirements Under the provisions of Rule 8.3 of the Takeover Code (the 'Code'), if anyperson is, or becomes 'interested' (directly or indirectly) in 1% or more of anyclass of 'relevant securities' of the Company, all 'dealings' in any 'relevantsecurities' of that company (including by means of an option in respect of, or aderivative referenced to, any such 'relevant securities') must be publiclydisclosed by no later than 3.30pm (London time) on the London business dayfollowing the date of the relevant transaction. This requirement will continueuntil the date on which the offer becomes, or is declared, unconditional as toacceptances, lapses or is otherwise withdrawn or on which the 'offer period'otherwise ends. If two or more persons act together pursuant to an agreement orunderstanding, whether formal or informal, to acquire an 'interest' in 'relevant' securities' of the Company, they will be deemed to be a single person for thepurpose of Rule 8.3. Under the provision of Rule 8.1 of the Code, all 'dealings' in 'relevantsecurities' of the Company, or by any of their 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 . '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. If you are in any doubt as to the application of Rule 8 to you, please contactan independent financial advisor authorised under the Financial Services andMarkets Act 2000, consult the Panel's website at www.thetakeoverpanel.org.uk orcontact the Panel on telephone number +44 20 7638 0129; fax +44 20 7236 7013. For further information please contact: Tim Worlledge, Evolution Securities 020 7071 4300 This information is provided by RNS The company news service from the London Stock Exchange