Statement re possible offer
May 07 2010 - 9:49AM
UK Regulatory
TIDMLBE
RNS Number : 5556L
Liberty PLC
07 May 2010
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
PRESS ANNOUNCEMENT
FOR IMMEDIATE RELEASE
7 May 2010
Liberty Plc ("Liberty")
ANNOUNCEMENT OF AN APPROACH TO LIBERTY PLC IN RELATION TO A POSSIBLE OFFER
Further to the Rule 2.4 announcement made today in relation to a possible offer
by BlueGem Capital Partners LLP ("BlueGem") at an aggregate price of 186 pence
per Liberty ordinary share, Liberty announces that it had, on 6 May 2010, also
received an approach in relation to a possible offer from a third-party (the
"Other Party"), unconnected with BlueGem.
This possible offer was for 185 pence per Liberty ordinary share in aggregate
(the "Other Possible Offer") and comprised a mixture of a cash offer for the
ordinary shares of Liberty and a special dividend payable to the Liberty
ordinary shareholders. After due and careful consideration, the Other Possible
Offer was rejected by the board of Liberty.
This announcement is being made without the consent of the Other Party. There
can therefore be no certainty that an offer will be made by the Other Party nor
to the terms on which such an offer would be made.
For further information, please contact:
Seymour Pierce Limited
+44 (0) 207 107 8000
Nicola Marrin
Jonathan Wright
Copies of this announcement are available on Liberty's website,
http://www.liberty.co.uk/fcp/content/InvestorInformation/content
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. If you are in any doubt as to whether you are required to make
an Opening Position Disclosure or a Dealing Disclosure, you should contact the
Panel's Market Surveillance Unit on +44 (0)20 7638 0129.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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