Possible Offer and Acquisition of SNR Shares
August 11 2009 - 3:52AM
UK Regulatory
TIDMSNRP TIDMATC
RNS Number : 2280X
Strategic Natural Resources PLC
11 August 2009
11 August 2009
Strategic Natural Resources plc
("SNR" or the "Company")
Possible Offer and Acquisition of SNR Ordinary Shares
The board of the Company notes the announcement made yesterday by Atlantic Coal
plc ("Atlantic"), whose shares are traded on the AIM market of the London Stock
Exchange, in relation to Atlantic's purchase of SNR ordinary shares and its
possible interest in making an offer for the entire issued share capital of the
Company. The text of that announcement is set out below.
At this time, no discussions have been held with Atlantic in relation to a
possible offer and no formal communication in relation to the acquisition of the
SNR ordinary shares has been received. There can be no guarantee that a formal
offer will be forthcoming.
A further announcement will be made in due course. In the meantime, shareholders
are advised to take no action in relation to their holdings in SNR ordinary
shares.
+--------------------------------------+--------------------------------------+
| The Company | |
+--------------------------------------+--------------------------------------+
| Strategic Natural Resources plc | |
+--------------------------------------+--------------------------------------+
| Richard Latham, Chairman | Tel: +44 1303 863 432 |
+--------------------------------------+--------------------------------------+
| Jeremy P. Metcalfe, Chief Executive | Tel: +44 1303 874 798 |
+--------------------------------------+--------------------------------------+
| | |
+--------------------------------------+--------------------------------------+
RNS Number : 1769X
Atlantic Coal PLC
10 August 2009
?Atlantic Coal plc / Index: AIM / Epic: ATC / Sector: Mining
Atlantic Coal plc
('Atlantic' or 'the Company')
Acquisition of Interest in Strategic Natural Resources plc
Atlantic Coal plc, the AIM listed open cast coal production and processing
company with activities in Pennsylvania, USA, announces that on 7 August 2009 it
purchased 6,840,000 ordinary shares of 1p each in Strategic Natural Resources
plc ('SNR') representing 9.99% of SNR's issued share capital, for cash at 8.25p
per share. Atlantic has no other interests in SNR shares.
Atlantic is considering its position regarding a possible offer for SNR. If any
offer is made, it will be at a minimum price of 15p per SNR share, such price
being a premium of 84.6% to the middle market price of 8.125p per SNR share as
at close of business on 7 August 2009. If any offer is made, the consideration
would be a mixture of new ordinary shares in Atlantic and cash.
It is emphasised that this announcement does not amount to a firm intention to
make an offer and it is possible that no offer will be made.
A further announcement will be made in due course.
Relevant Securities in Issue
The Company confirms that it has 68,438,333 ordinary shares of 1 pence each in
issue. The International Securities Identification Number (ISIN) for the
Company's ordinary shares is GB00B1VQ5F36. This information is given in
accordance with rule 2.10 of the Takeover Code.
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 Atlantic or of SNR, 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 3.30 pm (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 Atlantic or SNR, they will be deemed to
be a single person for the purpose of Rule 8.3.
Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant
securities" of Atlantic or of SNR by Atlantic or SNR, 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
Takeover 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 Takeover
Panel.
Further Information
As required under Section 4 of Appendix 4 of the Code, addresses, electronic
addresses and certain other information provided by SNR's shareholders, persons
with information rights and other relevant persons for the receipt of
communications from SNR may be provided to an offeror during the offer period.
A copy of this announcement can be found on SNR's website at
http://www.snrplc.co.uk/cms/category/regulator-news-service/.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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