Charteris PLC Strategic Review (4598P)
October 01 2013 - 11:00AM
UK Regulatory
TIDMCAE
RNS Number : 4598P
Charteris PLC
01 October 2013
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN
PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO THE SAME WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH
JURISDICTION
FOR IMMEDIATE RELEASE
1 October 2013
Charteris plc
("Charteris" or "the Company")
Strategic Review and
Rule 2.10 announcement
The Board of Charteris, the provider of business and IT
consultancy services, today announces that it intends to work under
the leadership of Steve Vaughan, the newly appointed Chairman, to
carry out an in-depth review of the business of the Company over
the course of the coming weeks with a view to maximising the value
of the Company for all shareholders. The strategic review will be
wide-ranging and may or may not result in some or all of the
Company's businesses being sold, or a possible offer for the
Company. Accordingly, this announcement commences an "offer period"
for the Company as defined by the Takeover Code.
The Board will update shareholders upon conclusion of its
review.
The attention of shareholders is drawn to the disclosure
requirements of Rule 8 of the City Code on Takeovers and Mergers
(the "Code"), which are summarised below.
Enquiries:
Charteris plc Tel: 07917 406461
Steve Vaughan
Beaumont Cornish Limited Tel: 0207 628 3396
Roland Cornish
Rule 2.10 Requirement
In accordance with Rule 2.10 of the Code, Charteris confirms
that, as of the date of the announcement, it has in issue
50,254,411 ordinary shares of 1p each (excluding ordinary shares
held in treasury). The International Securities Identification
Number ("ISIN") number of the ordinary shares is GB0001663557.
Disclosure requirements of the Code
Under Rule 8.3(a) of the Code, any person who is interested in
1% or more of any class of relevant securities of an offeree
company or of any securities exchange offeror (being any offeror
other than an offeror in respect of which it has been announced
that its offer is, or is likely to be, solely in cash) must make an
Opening Position Disclosure following the commencement of the offer
period and, if later, following the announcement in which any
securities exchange 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) the offeree company and (ii) any
securities exchange offeror(s). 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 securities exchange offeror is first
identified. Relevant persons who deal in the relevant securities of
the offeree company or of a securities exchange offeror prior to
the deadline for making an Opening Position Disclosure must instead
make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes,
interested in 1% or more of any class of relevant securities of the
offeree company or of any securities exchange offeror must make a
Dealing Disclosure if the person deals in any relevant securities
of the offeree company or of any securities exchange offeror. 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) the offeree
company and (ii) any securities exchange offeror, 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 an offeree company or a
securities exchange offeror, they will be deemed to be a single
person for the purpose of Rule 8.3.
Opening Position Disclosures must also be made by the offeree
company and by any offeror and Dealing Disclosures must also be
made by the offeree company, by any offeror and by any persons
acting in concert with any of them (see Rules 8.1, 8.2 and
8.4).
Details of the offeree and offeror companies 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 any offeror was first
identified. You should contact the Panel's Market Surveillance Unit
on +44 (0)20 7638 0129 if you are in any doubt as to whether you
are required to make an Opening Position Disclosure or a Dealing
Disclosure."
Beaumont Cornish Limited is authorised and regulated in the
United Kingdom by the Financial Conduct Authority, is acting
exclusively for Charteris and for no one else in connection with a
possible offer and will not be responsible to anyone other than
Charteris for providing the protections afforded to clients of
Beaumont Cornish Limited nor for providing advice in relation to
the possible offer or any other matters referred to in this
announcement.
A copy of this announcement will be available on the website of
the Company at www.charteris.com
ENDS
This information is provided by RNS
The company news service from the London Stock Exchange
END
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