Rule 8.4 Disclosure
March 10 2009 - 7:20AM
UK Regulatory
TIDMWHI TIDMBLUE TIDMEVOL
RNS Number : 6127O
W.H. Ireland Group PLC
10 March 2009
10 March 2009
WH Ireland Group PLC ("WH Ireland")
Rule 8.4 Disclosure
As referred to in the announcement released by WH Ireland and Blue Oar PLC
("Blue Oar") on 2 March 2009, the irrevocable commitment received by WH Ireland
from Evolve Capital PLC ("Evolve") (the "Evolve Undertaking") to vote in favour
of (or accept) the possible offer by WH Ireland for Blue Oar (the "Possible
Offer") in respect of Evolve's entire holding of Blue Oar shares (representing
approximately 64.9 per cent. of the existing issued share capital of Blue Oar)
ceased to be binding if, inter alia, an announcement of a firm intention to make
an offer under Rule 2.5 of the City Code was not made by 12 noon on 9 March
2009.
WH Ireland and Blue Oar further announced on 9 March 2009 that discussions were
well advanced and ongoing between the parties and that a further announcement
would be made in due course.
As the Evolve Undertaking has now ceased to be binding, WH Ireland announces it
no longer has a disclosable interest in the securities of Blue Oar under the
provisions of Rule 8.4 of the City Code.
Enquiries:
+--------------------------------------+--------------------------------------+
| WH Ireland | Tel: 020 7220 0475 |
| Richard Ford | |
| | |
+--------------------------------------+--------------------------------------+
| Oriel Securities Ltd | Tel: 020 7710 7600 |
| Tom Durie | |
| Jonathan Walker | |
| | |
+--------------------------------------+--------------------------------------+
| Biddicks (Financial PR to WH | Tel: 020 7448 1000 |
| Ireland) | |
| Zoe Biddick | |
| | |
+--------------------------------------+--------------------------------------+
Dealing Disclosure Requirements
The disclosure requirements are set out in more detail in Rule 8 of the Code. In
particular, under the provisions of Rule 8.3 of the Code, if any person is, or
becomes, 'interested' (directly or indirectly) in one per cent. or more of any
class of 'relevant securities' of Blue Oar or WH Ireland, 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 p.m. (London time) on the 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 Blue Oar or WH Ireland, they will be
deemed to be a single person for the purpose of Rule 8.3 of the Code.
Under the provisions of Rule 8.1 of the Code, all 'dealings' in 'relevant
securities' of Blue Oar or WH Ireland by WH Ireland or Blue Oar, or by any of
their respective 'associates' (within the meaning of the Code), must also be
disclosed by no later than 12.00 p.m. (London time) on the 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 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
Panel's website. If you are in any doubt as to whether or not you are required
to disclose a 'dealing' under Rule 8 of the Code, you should consult the Panel.
If you are in any doubt as to the application of Rule 8 to you, please contact
an independent financial adviser authorised under the Financial Services and
Markets Act 2000, consult the Panel's website at www.thetakeoverpanel.org.uk or
contact the Panel on telephone number +44 (020) 7638 0129; fax: +44 (020) 7236
7013.
This Announcement does not constitute, or form part of, an offer or invitation
to purchase any securities.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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