Acquisition
April 23 2010 - 9:56AM
UK Regulatory
TIDMIRET TIDMRUGB
RNS Number : 7192K
ING UK Real Estate Income Trust Ltd
23 April 2010
ING UK Real Estate Income Trust Limited
Acquisition of shares
23 April 2010
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM THE UNITED STATES (INCLUDING ITS TERRITORIES AND
POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA) OR TO
US PERSONS (AS SUCH TERM IS DEFINED UNDER REGULATION S OF THE US SECURITIES ACT
OF 1933, AS AMENDED) OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE A
VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
FOR IMMEDIATE RELEASE
ING UK Real Estate Income Trust Limited
Acquisition of shares in Rugby Estates Investment Trust plc
The Board of ING UK Real Estate Income Trust Limited ("ING UK RET") is pleased
to announce that it has today acquired 4,782,065 ordinary shares of 1p each
("Shares") in Rugby Estates Investment Trust plc ("Rugby REIT") at a price of
63p per share. The Shares acquired represent 8.1 per cent of Rugby REIT's
issued share capital.
As referred to in the offer document dated 21 April 2010 relating to the
recommended offer for Rugby REIT by IRET Securities Limited ("IRET Securities"),
a wholly owned subsidiary of ING UK RET which was posted to Rugby REIT
shareholders and (for information only) to ING UK RET shareholders yesterday,
IRET Securities has received irrevocable undertakings to accept the Offer from
Rugby REIT shareholders in respect of a total of 26,195,454 Rugby REIT shares,
representing approximately 44.4 per cent of Rugby REIT's existing issued share
capital.
Today's purchase of Rugby REIT Shares means that IRET Securities, together with
persons acting in concert with it, is interested in relevant securities in Rugby
REIT which, when taken together with relevant securities in Rugby REIT which are
the subject of irrevocable undertakings, represent 52.6 per cent of Rugby REIT's
issued share capital.
For further information:
ING Real Estate Investment Management
Tel: 020 7767 5648
(Investment Manager)
Michael Morris
Helen Stott
ING Corporate Finance
Tel: 020 7767 1000
(Joint Financial Adviser to ING UK RET)
William Marle
John Denby
J.P. Morgan Cazenove
Tel: 020 7588 2828
(Joint Financial Adviser and Broker to ING UK RET)
William Simmonds
Northern Trust
Tel: 01481 745 529
(Company Secretary)
David Sauvarin
Financial Dynamics
Tel: 020 7269 7144
(Financial PR)
/ 020 7269 7261
Dido Laurimore
Laurence Jones
DEALING DISCLOSURE REQUIREMENTS
Under Rule 8.3(a) of the Takeover Code, any person who is interested in 1% or
more of any class of relevant securities of Rugby REIT, ING UK RET or IRET
Securities must make an Opening Position Disclosure following the commencement
of the offer period and, if later, following the announcement in which any paper
offeror is first identified. An Opening Position Disclosure must contain details
of the person's interests and short positions in, and rights to subscribe for,
any relevant securities of each of (i) Rugby REIT; (ii) ING UK RET; and (iii)
IRET Securities. An Opening Position Disclosure by a person to whom Rule 8.3(a)
applies must be made by no later than 3.30 pm (London time) on the 10th business
day following the commencement of the offer period and, if appropriate, by no
later than 3.30 pm (London time) on the 10th business day following the
announcement in which any paper offeror is first identified. Relevant persons
who deal in the relevant securities of Rugby REIT, ING UK RET or IRET Securities
prior to the deadline for making an Opening Position Disclosure must instead
make a Dealing Disclosure.
Under Rule 8.3(b) of the Takeover Code, any person who is, or becomes,
interested in 1% or more of any class of relevant securities of Rugby REIT, ING
UK RET or IRET Securities must make a Dealing Disclosure if the person deals in
any relevant securities of Rugby REIT, ING UK RET or IRET Securities. A Dealing
Disclosure must contain details of the dealing concerned and of the person's
interests and short positions in, and rights to subscribe for, any relevant
securities of each of (i) Rugby REIT; (ii) ING UK RET; and (iii) IRET
Securities, save to the extent that these details have previously been disclosed
under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must
be made by no later than 3.30 pm (London time) on the business day following the
date of the relevant dealing.
If two or more persons act together pursuant to an agreement or understanding,
whether formal or informal, to acquire or control an interest in relevant
securities of Rugby REIT, ING UK RET or IRET Securities they will be deemed to
be a single person for the purpose of Rule 8.3.
Opening Position Disclosures must also be made by Rugby REIT, ING UK RET and
IRET Securities and Dealing Disclosures must also be made by Rugby REIT, ING UK
RET, IRET Securities and by any persons acting in concert with any of them (see
Rules 8.1, 8.2 and 8.4).
Details of Rugby REIT, ING UK RET and IRET Securities in respect of whose
relevant securities Opening Position Disclosures and Dealing Disclosures must be
made can be found in the Disclosure Table on the Takeover Panel's website at
www.thetakeoverpanel.org.uk, including details of the number of relevant
securities in issue, when the offer period commenced and when ING UK RET or IRET
Securities was first identified. If you are in any doubt as to whether you are
required to make an Opening Position Disclosure or a Dealing Disclosure, you
should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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