TIDMWICH TIDMRDF
RNS Number : 8123M
Wichford plc
22 August 2011
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART
IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT
JURISDICTION
FOR IMMEDIATE RELEASE
22 August 2011
WICHFORD P.L.C. (the "Company")
Admission of Ordinary Shares
Further to the announcement made by the Company earlier today,
the Company confirms that, pursuant to the Offer for the entire
issued share capital of Redefine International plc ("Redefine")
being declared wholly unconditional, the following will become
effective with effect from 8:00 a.m. on 23 August 2011:
-- cancellation of the listing on the Premium Segment of the
Official List and trading on London Stock Exchange's main market
for listed securities of the entire issued share capital of the
Company, which stands as at the date of this announcement at
1,062,095,584 Ordinary Shares of 1 pence each; and
-- pursuant to the authority obtained from the Company's
shareholders at the Company's extraordinary general meeting on 4
August 2011, the issue of New Ordinary Shares of 1 pence each in
connection with the Offer and the subsequent consolidation of the
Company's Ordinary Shares of 1 pence each into Ordinary Shares of
7.2 pence each, resulting in the number of Ordinary Shares
post-consolidation being 599,695,459 shares of 7.2 pence each; of
this number, 32,051,666 Ordinary Shares are the Existing Ordinary
Shares (post-consolidation) held by Redefine which do not form part
of the applications for listing on the Premium Segment of the
Official List and trading on London Stock Exchange's main market
for listed securities and which have been cancelled, subject to the
confirmation of the High Court of the Isle of Man; and
-- the admission to listing on the Premium Segment of the
Official List and to trading on the main market for listed
securities of London Stock Exchange plc of up to 567,643,792
Ordinary Shares of 7.2 pence each.
428,429,251 Ordinary Shares have been allotted, conditional only
upon Admission occurring, to Redefine Shareholders pursuant to the
Offer.
Dealings in the Ordinary Shares on the London Stock Exchange's
main market for listed securities are expected to commence at 8:00
a.m. on 23 August 2011.
In accordance with the FSA's Disclosure and Transparency Rule
5.6.1, the Company confirms that following Admission on 23 August
2011, the Company's issued share capital will consist of
543,890,859 Ordinary Shares with voting rights. The Company holds
no shares in Treasury.
The total number of voting rights in the Company is therefore
543,890,859. The figure of 543,890,859 Ordinary Shares may be used
by shareholders in the Company as the denominator for the
calculations by which they will determine if they are required to
notify their interest in, or a change in their interest in, the
share capital of the Company under the FSA's Disclosure and
Transparency Rules.
Terms used but not defined in this announcement shall have the
same meaning given to them in the Offer Document published by the
Company on 13 July 2011.
A copy of this announcement will be available at
www.wichford.com
The content of the website referred to in this announcement is
not incorporated into and does not form part of this
announcement.
For further details, please contact:
Wichford P.L.C.
Philippe de Nicolay, Chairman +55 (11) 9636 7979
Wichford Property Management Ltd
Michael Watters 020 7811 0100
Stephen Oakenfull 020 7811 0100
Financial Dynamics 020 7831 3113
Stephanie Highett, Dido Laurimore
Dealing Disclosure Requirements
Under Rule 8.3(a) of the Code, any person who is interested in 1
per cent. 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 p.m. (London time) on the 10th business
day following the commencement of the offer period and, if
appropriate, by no later than 3:30 p.m. (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 per cent. 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 p.m. (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
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