Synectics Regulatory News (SNX)

7 Nov 2007 16:38

Sigma Acquisitions Limited07 November 2007 Not for release, publication or distribution in whole or in part in, into orfrom the United States, Canada, Australia or Japan or any other jurisdictionwhere to do so would constitute a violation of the relevant laws or regulationsof such jurisdiction. Recommended Cash Offer by Deloitte Corporate Finance on behalf of SigmaAcquisitions Limited ("Sigma Acquisitions") for Synexus Clinical Research plc ("Synexus") Posting of Offer Document Further to the announcement made earlier today of a recommended cash offer bySigma Acquisitions to acquire the entire issued and to be issued share capitalof Synexus (other than Synexus Shares already contracted to be acquired by SigmaAcquisitions)(the "Offer"), Sigma Acquisitions announces that the offer documentcontaining the full terms and conditions of the Offer (the "Offer Document") hastoday been posted to Synexus Shareholders, together with the Form of Acceptanceand Form of Proxy. If you hold Synexus Shares in certificated form (that is, not in CREST), toaccept the Offer you should complete, sign and return the Form of Acceptance inaccordance with the instructions set out in the Offer Document and on the Formof Acceptance as soon as possible and, in any event, so as to be received byCapita Registrars by no later than 3.00 p.m. on 28 November 2007. If you hold Synexus Shares in uncertificated form (that is, in CREST), to acceptthe Offer, you should do so electronically through CREST in accordance with theinstructions set out in the Offer Document so that the TTE Instruction settlesby no later than 3.00 p.m. on 28 November 2007. If you hold Synexus Shares as aCREST sponsored member, you should refer to your CREST sponsor as only yourCREST sponsor will be able to send the necessary TTE Instruction to Euroclear inrelation to your Synexus Shares. Copies of the Offer Document and Form of Acceptance will be available forinspection at the offices of Travers Smith, 10 Snow Hill, London EC1A 2AL duringnormal business hours on any weekday (Saturdays and public holidays excluded)while the Offer remains open for acceptance. Additional Forms of Acceptance areavailable from Capita Registrars, Corporate Actions, The Registry, 34 BeckenhamRoad, Beckenham, Kent BR3 4TU. Terms defined in the Offer Document have the same meanings in this announcement. EnquiriesSigma Acquisitions/Lyceum Capital 020 7632 2480Jeremy HandGrant DavidsonDeloitte Corporate Finance (financial adviser to Sigma Acquisitions) 020 7936 3000Jonathan HintonJames LewisPR advisers to Lyceum CapitalChantal Ligertwood 01235 834 091Sally Brown 020 8871 0536 This announcement does not constitute an offer or invitation to purchase anysecurities, nor is it a solicitation of any vote or approval in anyjurisdiction, nor shall there be any sale, issuance or transfer of thesecurities referred to in this announcement in any jurisdiction in contraventionof applicable law or regulation. The Offer will be made solely by means of theOffer Document and (in the case of Synexus Shares in certificated form) the Formof Acceptance accompanying the Offer Document, which contains the full terms andconditions of the Offer including details of how it may be accepted and by wayof notice to be published in the London Gazette on 9 November 2007. Deloitte Corporate Finance is acting for Sigma Acquisitions and Lyceum CapitalPartners LLP and for no-one else in connection with the Offer and will notregard any other person as its client nor be responsible to anyone other thanSigma Acquisitions and Lyceum Capital Partners LLP for providing the protectionsafforded to clients of Deloitte Corporate Finance nor for providing advice inrelation to the Offer or any matter referred to in this announcement. DeloitteCorporate Finance is a division of Deloitte & Touche LLP, which is authorisedand regulated by the Financial Services Authority in respect of regulatedactivities. This announcement has been prepared for the purpose of complying with Englishlaw and the City Code and the information disclosed may not be the same as thatwhich would have been disclosed if this announcement had been prepared inaccordance with the laws and/or regulations of jurisdictions outside the UK. The availability of the Offer to Synexus Shareholders who are not resident inthe United Kingdom may be affected by the laws or regulations of the relevantjurisdictions in which they are located. Persons who are not resident in theUnited Kingdom should inform themselves about, and observe, applicable legal orregulatory requirements of their jurisdiction. The Offer will not be made, directly or indirectly, in or into, or by use of themails, or by any means or instrumentality (including, without limitation, telex,facsimile transmission, telephone, internet or other forms of electroniccommunication) of interstate or foreign commerce of, or by any facilities of anational securities exchange of, the United States, Canada, Australia or Japanor any other jurisdiction if to do so would constitute a violation of therelevant laws or regulations of such jurisdiction and the Offer cannot beaccepted by any such use, means or instrumentality or otherwise from or withinthe United States, Canada, Australia or Japan or any other jurisdiction if to doso would constitute a violation of the relevant laws or regulations of suchjurisdiction. Accordingly, copies of this announcement are not being, and mustnot be, mailed or otherwise forwarded, distributed or sent in or into or fromany such jurisdiction. 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