Strategic Minerals Regulatory News (SML)

3 Mar 2009 16:06

Smallbone plc ("Smallbone" or the "Group")

Relevant Securities in Issue: 

In accordance with Rule 2.10 of the City Code on Takeovers and Mergers the Company confirms that at close of business on 02 March 2009 it has 25,009,992 Ordinary Shares of 5 pence each in issue and admitted to trading on the AIM market of the London Stock Exchange under the UK ISIN code GB00B01ZXV57. 

Dealing Disclosure Requirements 

Under the provisions of Rule 8.3 of the Takeover Code (the 'Code'), if any person is, or becomes 'interested' (directly or indirectly) in 1% or more of any class of 'relevant securities' of the Company, all 'dealings' in any 'relevant securities' of that company (including by means of an option in respect of, or a derivative referenced to, any such 'relevant securities') must be publicly disclosed by no later than 3.30pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the 'offer period' otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an 'interest' in 'relevant' securities' of the Company, they will be deemed to be a single person for the purpose of Rule 8.3.

Under the provision of Rule 8.1 of the Code, all 'dealings' in 'relevant securities' of the Company, or by any of their respective 'associates', must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction. 

A disclosure table, giving details of the companies in whose 'relevant securities' 'dealings' should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk. 

'Interests in securities' arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an 'interest' by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to securities. 

Terms in quotation marks are defined in the Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to 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 contact an independent financial advisor authorised under the Financial Services and Markets Act 2000, consult the Panel's website at www.thetakeoverpanel.org.uk or contact the Panel on telephone number +44 20 7638 0129; fax +44 20 7236 7013. 

Teathers, which is a division of Straumur-Burduras Investment Bank hf., which is authorised and regulated by the Financial Supervisory Authority, Iceland, and subject to limited regulation in the UK by the Financial Services Authority, is acting for Smallbone plc and no-one else in connection with the matters referred to herein and will not be responsible to anyone other than Smallbone plc for providing the protections afforded to clients of Teathers or for giving advice in relation to such matters.