Statement re Possible Offer
October 09 2007 - 3:02AM
UK Regulatory
RNS Number:3734F
Carpetright PLC
09 October 2007
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
Carpetright plc
("Carpetright" or the "Company")
Statement regarding Possible Offer
On 15 June 2007 the Board of Carpetright confirmed that it had authorised a
request from Lord Harris, Chairman and Chief Executive of Carpetright, to
explore the possibility of his making an offer for the Company.
The Independent Committee of the Board of Carpetright (the "Independent
Committee") has now received a revised non-binding proposal from a consortium
headed by Lord Harris and other members of the senior management team. This
proposal is for a cash offer for the Company at 1250 pence per share with an
unlisted share alternative and is subject, inter alia, to due diligence and a
unanimous recommendation from the Independent Committee(1).
Under the proposal, Lord Harris and members of the senior management team would
commit to accept the share alternative in respect of, in aggregate, 17,464,676
(2) shares in Carpetright, representing approximately 25.7% of the total shares
in issue.
Certain trusts related to Lord Harris have indicated that they are supportive of
the proposal and intend to accept the unlisted share alternative in respect of,
in aggregate, 4,009,500(3) shares in Carpetright, representing approximately
5.9% of the total shares in issue.
In addition, Crescent Holding GmbH has indicated that it is supportive of the
proposal and intends to accept cash consideration in respect of its 10,099,000
shares in Carpetright, representing approximately 14.9% of the total shares in
issue.
The Independent Committee has agreed to grant the potential offeror access to
the Company to perform due diligence.
This announcement is being made with the agreement of the potential offeror. A
further announcement will be made as and when appropriate.
This announcement does not amount to a firm intention to make an offer and,
accordingly, there can be no certainty that any offer will be made even if the
pre-conditions are satisfied or waived.
The Company has today separately published an update on current trading.
Enquiries:
Deutsche Bank, financial adviser to the Independent Committee 020 7545 8000
Anthony Parsons
Phil Cowdy
Omar Faruqui
Citigate Dewe Rogerson, PR adviser to the Independent Committee 020 7638 9571
Kevin Smith
Fiona Mulcahy
Deloitte Corporate Finance, financial adviser to the offeror 020 7936 3000
Jonathan Hinton
Cahal Dowds
Mark Pacitti
(1) The consortium reserves the right to waive, in whole or in part, the
pre-conditions at its discretion.
(2) Shareholdings of the senior management team
Number % of total
of shares shares in issue
Lord Harris 15,880,898 23.4%
Martin Harris 875,954 1.3%
Ian Kenyon 2,653
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