TIDMEVOL

RNS Number : 1871W

Evolve Capital PLC

23 January 2013

Evolve Capital plc

("Evolve" or the "Company")

Statement regarding share price movement

The Board of Evolve has noted the recent movement in the Company's share price and confirms that it has received an approach from Kimono Investment Holdings Limited and Mrs Susan Vandyk which may or may not lead to an offer for the Company. There can be no certainty that an offer will ultimately be made nor as to the terms of any offer. Kimono Investment Holdings and Mrs Susan Vandyk have indicated that should an offer be made it will not exceed 0.35p per ordinary share of 1 pence each in the Company.

Evolve notes that in accordance with Rule 2.6(a) of the Takeover Code, Kimono Investment Holdings Limited and Mrs Susan Vandyk will have until 5.00pm on 20 February 2013 (or such later time and/or date as may be agreed by the Takeover Panel) to announce either a firm intention to make an offer for Evolve or that they do not intend to make an offer.

A further announcement will be made when appropriate.

In accordance with Rule 2.10 of the Takeover Code, Evolve confirms that as at the close of business on 22 January 2013, its issued share capital consisted of 304,919,553 ordinary shares of 1 pence each. The International Securities Identification Number for Evolve's ordinary shares of 1 pence each is GB00B29WXB29.

A copy of this announcement will be available on the website of the Company at www.evolvecapital.com

Contacts:

 
 Evolve Capital plc 
 Oliver Vaughan                                020 7937 4445 
                                              -------------- 
 
 Allenby Capital Limited (Nominated adviser 
  and broker) 
                                              -------------- 
 Nick Naylor/Nick Athanas                      020 3328 5656 
                                              --------------

Disclosure requirements of the Takeover Code (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 paper 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 paper 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 paper 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 paper offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a paper 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 paper offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any paper 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 paper 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 paper 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.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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