-3x Short China Regulatory News (SCHE)

13 Jul 2006 17:41

Southern Cross Healthcare Grp PLC13 July 2006 Not for release or distribution or publication in whole or in part into theUnited States, Canada, Japan or Australia or to a resident, national or citizenof Canada, Japan or Australia 13 July 2006 Announcement of Exercise of Over-allotment Arrangement: Southern CrossHealthcare Group PLC In connection with the Global Offer in relation to the following OrdinaryShares: Southern Cross Healthcare Group PLC ordinary shares of 1p each ("Ordinary Shares") ISIN Code: GB00B14RYC39 Southern Cross Healthcare Group PLC ("Southern Cross") announces that, inconnection with the Global Offer of 88,888,889 Ordinary Shares by SouthernCross, UBS Limited, as stabilising manager, has today given notice to exercisethe Over-allotment Arrangement in respect of 8,888,889 Ordinary Shares inSouthern Cross. All of the net proceeds arising from the exercise of theOver-allotment Arrangement will be payable to Blackstone Shareholders. Including the exercise of the Over-allotment Arrangement, the total size of theoffering is £220 million (97,777,778 Ordinary Shares), representing a free floatof approximately 52 per cent of the issued share capital of Southern Cross.Following the exercise of the Over-allotment Arrangement, the BlackstoneShareholders will own in aggregate approximately 43 per cent. of SouthernCross's Ordinary Shares. The Offer Price for the Ordinary Shares was set at 225 pence per share on 7 July2006. The stabilisation period commenced at 8am on 7 July 2006 and continued untilclose of business on 13 July 2006. UBS Limited as stabilisation manager confirms that it made no stabilisationtrades. This announcement is not for distribution, directly or indirectly, in or intothe United States, Australia, Canada or Japan. This document does notconstitute an offer for securities for sale in the United States, nor may thesecurities be offered or sold in the United States absent registration or anexemption from registration as provided in the US Securities Act of 1933, andthe rules and regulations there under. No securities are being registered foroffer or sale in the United States and no public offering of the securities inthe United States will be made. This announcement is for information purposes only and does not constitute aninvitation or offer to underwrite, subscribe for or otherwise acquire or disposeof any securities of Southern Cross Healthcare Group PLC in any jurisdiction. In addition, if and to the extent that this announcement is communicated in, orthe offer of the securities to which it relates is made in, any EEA Member Statethat has implemented Directive 2003/71/EC (together with any applicableimplementing measures in any Member State, the "Prospectus Directive") beforethe publication of a prospectus in relation to the securities which has beenapproved by the competent authority in that Member State in accordance with theProspectus Directive (or which has been approved by a competent authority inanother Member State and notified to the competent authority in that MemberState in accordance with the Prospectus Directive), this announcement and theGlobal Offer are only addressed to and directed at persons in that Member Statewho are qualified investors within the meaning of the Prospectus Directive (orwho are other persons to whom the offer may lawfully be addressed) and must notbe acted on or relied on by other persons in that Member State. The Global Offer and the distribution of this announcement and other informationin connection with the Global Offer in certain jurisdictions may be restrictedby law and persons into whose possession any document or other informationreferred to herein comes should inform themselves about and observe any suchrestriction. Any failure to comply with these restrictions may constitute aviolation of the securities laws of any such jurisdiction. UBS Limited and Morgan Stanley are acting exclusively for Southern CrossHealthcare Group PLC and Blackstone in relation to the Global Offer and no oneelse and will not be responsible to anyone other than Southern Cross HealthcareGroup PLC and Blackstone for providing the protections afforded to clients ofUBS Limited and Morgan Stanley in relation to the Global Offer, the contents ofthis announcement or any other matter referred to herein. In this announcement: "Blackstone" means Blackstone Management Partners IV L.L.C; "Blackstone Shareholders" means each of Blackstone Real Estate Partners(Alberta) IV L.P., Blackstone Real Estate Holdings (Alberta) IV L.P., BlackstoneReal Estate Holdings (Alberta) IV F.L.P, Blackstone Real Estate Holdings(Alberta) IV T.E.1, Blackstone Real Estate Holdings (Alberta) IV TE. 2 L.P.,Blackstone Real Estate Holdings (Alberta) TE.3-A L.P., Blackstone Real EstatePartners International I.E L.P., Blackstone Real Estate Partners InternationalI.D L.P., Blackstone Real Estate Partners International I.D.2 L.P., BlackstoneReal Estate Partners International-A L.P., Blackstone Real Estate PartnersInternational-B L.P., Blackstone Capital Partners (Cayman) IV L.P., BlackstoneCapital Partners (Cayman) IV A.L.P., Blackstone Family Investment Partnership(Cayman) IV L.P. and Blackstone Participation Partnership (Cayman) IV L.P.; and "Morgan Stanley" means Morgan Stanley Securities Limited and Morgan Stanley &Co. International Limited. END This information is provided by RNS The company news service from the London Stock Exchange