Offer Update
13 Novembre 2003 - 11:35AM
UK Regulatory
RNS Number:0247S
Mintglade Limited
13 November 2003
13 November 2003
THIS ANNOUNCEMENT IS Not for release, publication or distribution in, INTO OR
FROM the United States, Canada, Australia or Japan
Mintglade Limited ('Mintglade')
Recommended cash offer for Newport Holdings PLC ('Newport')
Level of acceptances at second closing date and extension of offer
On 22 September 2003, the boards of Mintglade and Newport announced a
recommended cash offer, to be made by Shore Capital and Corporate Limited on
behalf of Mintglade (a wholly-owned subsidiary of Structadene Limited) to
acquire the entire issued and to be issued share capital of Newport. The
document containing the Offer and the Form of Acceptance were despatched to
Newport Shareholders on 8 October 2003.
Mintglade announces that, as at 3.00 p.m. on 12 November 2003, the second
closing date of the Offer, valid acceptances of the Offer had been received in
respect of 15,130,532 Newport Shares representing 70.84 per cent. of the issued
share capital of Newport following the issue of new Newport Shares pursuant to
the exercise of directors' options on 23 October 2003. As at 29 October 2003,
Mintglade owned 6,040,887 Newport Shares representing 28.3 per cent. of the
current issued share capital of Newport. Accordingly, Mintglade owns or has
received acceptances to accept the Offer in respect of a total of 21,171,419
Newport Shares representing 99.12 per cent. of the current issued share capital
of Newport
The Offer will remain open for acceptance until further notice.
Save as referred to above, neither Mintglade nor any person acting or deemed to
be acting in concert with Mintglade for the purposes of the Offer held any
Newport Shares or rights over such shares prior to the commencement of the Offer
Period on 23 June 2003 and none of these have acquired or agreed to acquire any
such shares (or rights over such shares) during the Offer Period and up to and
including today's date and no acceptances have been received from any persons
acting or deemed to be acting in concert with Mintglade for the purposes of the
Offer.
On 30 October 2003, Newport made application to the London Stock Exchange and
the UK Listing Authority for the cancellation of trading in Newport Shares on
the London Stock Exchange's market for listed securities and the listing of
Newport Shares on the Official List of the UK Listing Authority, respectively.
Such cancellation is expected to take place by 27 November 2003 or as soon as
practicable thereafter.
Unless the context otherwise requires, the definitions contained in this
announcement are the same as those used in the document containing the Offer
dated 8 October 2003.
13 November 2003
Press enquiries:
Mintglade
Michael Goldberger 020 7843 3788
Shore Capital
Alex Borrelli 020 7408 4090
This Announcement does not constitute an offer or an invitation to purchase any
securities. The laws of the relevant jurisdiction may affect the availability
of the Offer to persons not resident in the United Kingdom. Persons who are not
resident in the United Kingdom, or who are subject to the laws of any
jurisdiction other than the United Kingdom, should inform themselves about, and
observe, any applicable requirements. Further details in relation to overseas
Newport Shareholders are contained in the Offer Document.
The Offer is not being made, directly or indirectly, in or into, or by use of
the mails of, or by any means of instrumentality (including, without limitation,
telephonically or electronically) of interstate or foreign commerce of, or any
facilities of a national securities exchange of, the United States, Canada,
Australia or Japan and is not capable of acceptance by any such use, means,
instrumentality or facility or from within any of those countries. Accordingly,
neither this Announcement nor the Offer Document nor the Form of Acceptance is
being, and must not be, mailed or otherwise forwarded, transmitted, distributed
or sent in, into or from the United States, Canada, Australia or Japan. Doing
so may render invalid any purported acceptance of the Offer. All Newport
Shareholders or other persons (including, without limitation, nominees, trustees
or custodians) who would or otherwise intend to, or may have a contractual or
legal obligation to, forward this Announcement or the Offer Document or the Form
of Acceptance to any jurisdiction outside the United Kingdom, should refrain
from doing so and seek appropriate professional advice before taking any action.
Shore Capital and Corporate Limited, which is authorised and regulated by the
Financial Services Authority in the conduct of its investment business in the
United Kingdom, is acting exclusively for Mintglade and no one else in
connection with the Offer and will not regard any other person as its client or
be responsible to anyone other than Mintglade for providing the protections
afforded to clients of Shore Capital and Corporate Limited nor for giving advice
to any such person in relation to the Offer.
This information is provided by RNS
The company news service from the London Stock Exchange
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