Statement re Possible Offer

9 Mar 2007 10:51

Evolutec Group PLC09 March 2007 For Immediate Release Evolutec plc ("Evolutec") Statement Re: Possible Offers Further to the announcement on 3 January 2007 that the Board of Evolutec wouldconsider the Company's strategic options following the disappointing trial datawith rEV131, its lead development candidate, the Board confirms that it hasreceived a number of proposals from third parties including possible shareexchange offers for the Company as well as reverse take-over proposals. There isno certainty that any of these proposals will ultimately lead either to an offerfor the Company or a reverse take-over of the Company and the Board continues toassess and evaluate such proposals as well as proposals for the return of cashto shareholders. A further announcement will be made in due course. Dealing disclosure requirements Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the"Code"), if any person is, or becomes, "interested" (directly or indirectly) in1% or more of any class of "relevant securities" of Evolutec, all "dealings" inany "relevant securities" of Evolutec (including by means of an option inrespect of, or a derivative referenced to, any such "relevant securities") mustbe publicly disclosed by no later than 3.30pm (London time) on the Londonbusiness day following the date of the relevant transaction. This requirementwill continue until the date on which the offer becomes, or is declared,unconditional as to acceptances, lapses or is otherwise withdrawn or on whichthe "offer period" otherwise ends. If two or more persons act together pursuantto an agreement or understanding, whether formal or informal, to acquire an"interest" in "relevant securities" of Evolutec, they will be deemed to be asingle person for the purpose of Rule 8.3. Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevantsecurities" of Evolutec by an offeror or by Evolutec, or by any of theirrespective "associates", must be disclosed by no later than 12.00 noon (Londontime) on the London business day following 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 www.thetakeoverpanel.org.uk. "Interests in securities" arise, in summary, when a person has a 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 in respect 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. Enquiries: Evolutec 0118 922 4480Mark Carnegie Brown, Chief Executive OfficerNicholas Badman, Chief Financial Officer Numis Securities Limited 020 7776 1500Michael Meade Financial Dynamics 020 7831 3113David YatesBen Brewerton This information is provided by RNS The company news service from the London Stock Exchange