Offer Closed
July 23 2007 - 9:58AM
UK Regulatory
RNS Number:6940A
Alea Group Holdings(Bermuda) Ltd
23 July 2007
Not for release, publication or distribution, in whole or in part, in or into or
from any jurisdiction where to do so would constitute a violation of the
relevant laws of such jurisdiction.
23 July 2007
Recommended Cash Acquisition
by FIN Acquisition Limited
a company formed at the direction of
private equity funds advised by Fortress Investment Group
of Alea Group Holdings (Bermuda) Ltd.
Offer closed
Following the announcement on 5 July 2007 that the Offer had become
unconditional in all respects, FIN Acquisition announces that the Offer was
closed to further acceptances on 20 July 2007 and is no longer capable of
acceptance.
As at 5.00 p.m. (London time)/ midday (New York time) on 20 July 2007, FIN
Acquisition had received valid acceptances of the Offer in respect of a total of
125,826,832 Alea Shares, representing approximately 72 per cent. of the Alea
Shares in issue.
Further details of the acceptances of the Offer received by FIN Acquisition are
set out in the Appendix to this announcement.
Terms defined in the Offer Document have the same meanings where used in this
announcement.
Enquiries
MJ2 Business Communications
(Public relations adviser to Fortress Investment Group and FIN Acquisition)
Tim McCall +44 (0) 20 7491 7784
Lazard +44 (0)20 7187 2000
(Financial adviser to Fortress Fund IV GP L.P., an Affiliate of Fortress
Investment Group, and FIN Acquisition)
Jon Hack
George Potter
Appendix
Additional details on Acceptances
As at 5.00 p.m. (London time)/ midday (New York time) on 20 July 2007, FIN
Acquisition had received valid acceptances of the Offer in respect of a total of
125,826,832 Alea Shares, representing approximately 72 per cent. of the Alea
Shares in issue.
Prior to the announcement of the Acquisition on 4 April 2007, FIN Acquisition
had received irrevocable undertakings in respect of 95,536,945 Alea Shares
representing, in aggregate, approximately 55 per cent. of Alea's issued share
capital, to accept the Offer. FIN Acquisition has received valid acceptances in
respect of all the Alea Shares which are the subject of these irrevocable
undertakings.
10,083,500 Alea Shares, representing approximately 6 per cent. of Alea's issued
share capital, were purchased by Fortress Fund IV (Fund A) LP, an Affiliate of
FIN Acquisition, on 15 May 2007. These Alea Shares were assented to the Offer
and are included in the figures for acceptances of the Offer received by FIN
Acquisition set out in this Announcement.
Save as disclosed in this announcement, neither FIN Acquisition nor any person
deemed to be acting in concert with FIN Acquisition for the purpose of the
Offer: (a) owned or controlled any Alea Shares, or any rights over such Alea
Shares immediately prior to 4 April 2007, being the commencement of the Offer
Period; (b) has acquired or agreed to acquire any Alea Shares (or rights over
Alea Shares) during the Offer Period, (c) is interested in or has any rights to
subscribe for Alea Shares (d) holds any short position (whether conditional or
absolute and whether in the money or otherwise), including any short position
under a derivative referenced to Alea Shares, (e) is a party to any agreement to
sell or any delivery obligation or right to require another person to purchase
or take delivery of any Alea Shares, or (f) has borrowed or lent, save for
borrowed shares which have been either on-lent or sold, any Alea Shares.
Lazard, which is authorised and regulated in the United Kingdom by the Financial
Services Authority, is acting as financial adviser to Fortress Fund IV GP L.P.,
an Affiliate of Fortress Investment Group, and FIN Acquisition and no one else
in connection with the Offer and will not be responsible to anyone other than
Fortress Fund IV GP L.P. and FIN Acquisition for providing the protections
afforded to customers of Lazard nor for providing advice in relation to the
Offer.
The distribution of this announcement to persons who are not resident in the
United Kingdom may be affected by the laws of the relevant jurisdictions in
which they are located. Persons who are not so resident should inform
themselves of, and observe, any applicable requirements. This announcement has
been prepared for the purposes of complying with English law and the Code and
information disclosed may not be the same as that which would have been
disclosed if this announcement had been prepared in accordance with the laws of
jurisdictions outside of England.
This announcement is not intended to and does not constitute or form part of an
offer to sell or an invitation to purchase or subscribe for any securities or
the solicitation of an offer to buy or subscribe for any securities or the
solicitation of any vote or approval in any jurisdiction.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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