TLG PLC - Further re Wassall Offer
September 28 1998 - 9:23AM
UK Regulatory
RNS No 5677w
TLG PLC
28th September 1998
Not for release or distribution in or into Canada, Australia or Japan.
Wassall PLC ("Wassall") Cash Offer for TLG plc ("TLG")
RECOMMENDED CASH OFFER
Wassall PLC announces that its cash offer of 175p per TLG Share announced on
10 September 1998 has been recommended by the Board of TLG following today's
withdrawal by Cooper Industries of its offer for TLG.
Wassall's offer values the whole of the issued and to be issued ordinary
capital of TLG at approximately #353 million. As at close of trading on
Friday, 25 September 1998, Wassall owned 25.5% of TLG's share capital.
In the circumstances, Wassall has also agreed to waive the provisions
contained in its offer document of 18 September which restricted its loan
note alternative to those accepting TLG shareholders who validly elected to
receive #5,000 or more in nominal value of loan notes.
A circular to TLG shareholders containing the recommendation from the Board
of TLG to accept the Wassall offer, will be posted shortly.
Enquiries:
WASSALL Telephone: 0171-333 0303
Christopher Miller, Chief Executive
David Roper, Deputy Chief Executive
MERRILL LYNCH Telephone: 0171-628 1000
Justin Dowley, Managing Director
Edmund Lazarus, Vice President
BELL POTTINGER FINANCIAL Telephone: 0171-353 9203
Piers Pottinger
Jonathon Brill
The Offer is not being made, directly or indirectly, in or into, Canada,
Australia or Japan and will not be capable of acceptance from within Canada,
Australia or Japan. Accordingly, copies of this announcement are not being,
and must not be, mailed or otherwise distributed or sent in or into or from
Canada, Australia or Japan and persons receiving this announcement (including
custodians, nominees and trustees) must not distribute or send it into or
from Canada, Australia or Japan. Doing so may render invalid any related
purported acceptance.
The Loan Notes to be issued pursuant to the Offer, if any, have not been, and
will not be, listed on any stock exchange. The Loan Notes have not been, and
will not be, registered under the United States Securities Act of 1993, as
amended, or under any of the relevant securities laws of any State of the
United States, Canada, Australia or Japan. Accordingly, unless an exemption
under such Act or relevant securities laws is applicable, the Loan Notes may
not be offered, sold, resold, delivered or distributed, directly or
indirectly, in or into the United States, Canada, Australia or Japan and will
not be available to US persons.
Merrill Lynch, which is regulated in the UK by The Securities and Futures
Authority Limited, is acting exclusively for the Wassall Group and no one
else in connection with the Offer and will not be responsible to anyone other
than the Wassall Group for providing the protections afforded to customers of
Merrill Lynch or for giving advice in relation to the Offer. Merrill Lynch
is acting through Merrill Lynch, Pierce, Fenner & Smith Incorporated for the
purposes of making the Offer in and into the United States.
END
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