AAP Alpha Airports

RNS Number:3113D
Autogrill SpA
05 September 2007

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM AUSTRALIA, CANADA, JAPAN OR ANY JURISDICTION WHERE
TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS IN THAT JURISDICTION.

5 September 2007

RECOMMENDED MANDATORY CASH OFFER BY AUTOGRILL S.P.A ("AUTOGRILL") FOR THE ENTIRE
ISSUED AND TO BE ISSUED SHARE CAPITAL OF ALPHA AIRPORTS GROUP PLC ("ALPHA
AIRPORTS") NOT ALREADY OWNED BY AUTOGRILL

                                  OFFER UPDATE

1.         Closing of offer

On 4 June 2007, Autogrill and Alpha Airports announced the terms of a
recommended mandatory cash offer (the "Offer") by Autogrill for all of the
shares in Alpha Airports not already owned by it (the "Alpha Airports Shares").
The offer document setting out the full terms of the Offer was posted to Alpha
Airports Shareholders on 30 June 2007 (the "Offer Document").

On 16 August 2007, Autogrill announced that it owned or had received valid
acceptances in respect of a total of 178,092,742 Alpha Airports Shares
representing approximately 97.8 per cent. of Alpha Airports' issued share
capital. Autogrill also announced on 16th August 2007 that the offer would
remain open for acceptance until the later of 14 days from 16 August 2007 and
the date the compulsory acquisition notices pursuant to section 979 of the
Companies Act 2006 (the "Notices") were dispatched to Alpha Airports
Shareholders.  Autogrill hereby confirms that Notices were dispatched to all
non-accepting Alpha Airports Shareholders on 21 August 2007 and, in accordance
with the announcement made on 16 August 2006, the Offer closed on 4 September
2007.

2.         Level of acceptance

Autogrill announces that as at 3.00 p.m. (London time) on 4 September 2007,
being the closing date of the Offer, valid acceptances of the Offer had been
received in respect of a total of 59,235,939 Alpha Airports Shares, representing
approximately 32.5 per cent. of Alpha Airports' issued share capital.

In addition, prior to posting of the Offer Document, Autogrill had acquired
115,228,451 Alpha Airports Shares representing approximately 63.3 per cent. of
Alpha Airports' issued share capital.

Since the posting of the Offer Document, Autogrill has acquired a further
4,612,994 Alpha Airports Shares through market purchases representing
approximately 2.5 per cent. of Alpha Airports' issued share capital.

In relation to the 184,000 Alpha Airports Shares in respect of which Autogrill
had received an irrevocable undertaking, valid acceptances have been received in
relation to all such shares.  In relation to the options over Alpha Airports
Shares in respect of which irrevocable undertakings had been received, valid
acceptances have been received in respect of options over 939,501 Alpha Airports
Shares whilst 302,158 options over Alpha Airports Shares have lapsed due to the
performance conditions not having been met.

Accordingly, as at 3.00 p.m. (London time) on 4 September 2007, Autogrill owned
or had received valid acceptances in respect of a total of 179,077,384 Alpha
Airports Shares representing approximately 98.3 per cent. of Alpha Airports'
issued share capital.

Save as set out in the Offer Document or as disclosed above, neither Autogrill
nor any person acting in concert with Autogrill held Alpha Airports Shares (or
rights over Alpha Airport Shares) immediately before the commencement of the
Offer Period or has acquired or agreed to acquire Alpha Airport Shares (or
rights over Alpha Airport Shares) during the Offer period. No acceptances of the
Offer have been received from any persons acting in concert with Autogrill.

3.         Other

Any capitalised terms used but not defined in this announcement are as defined
in the Offer Document.

Autogrill
Patrizia Rutigliano (Director of Group Communication)     Tel: +39 02 4826 3224
Elisabetta Cugnasca (Investor Relations Manager)          Tel: +39 02 4826 3246

UBS Investment Bank (Financial adviser to Autogrill)
Pierpaolo di Stefano                                      Tel: +44 20 7568 0000
Mario Fera


The directors of Autogrill accept responsibility for the information contained
in this announcement. To the best of the knowledge and belief of the Directors
of Autogrill, who have taken all reasonable care to ensure that such is the
case, the information contained in this announcement for which they are
responsible is in accordance with the facts and does not omit anything likely to
affect the import of such information.

UBS, which is authorised and regulated in the United Kingdom by the Financial
Services Authority, is acting exclusively for Autogrill and no one else in
connection with the Offer and will not be responsible to anyone other than
Autogrill for providing the protections afforded to its customers or for
providing advice in relation to the Offer, the contents of this announcement or
any transaction or arrangement referred to herein.

This announcement is not intended to and does not constitute, or form any part
of, any offer to sell or any solicitation of any offer to purchase or subscribe
for any securities or the solicitation of any vote or approval in any
jurisdiction.  Any acceptance or other response to the Offer should be made only
on the basis of the information contained in the Offer Document and, in the case
of holders of Alpha Airports Shares in certificated form, the Form of
Acceptance.  The laws of relevant jurisdictions 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 legal or regulatory requirements of their jurisdiction.

The Offer is not being and will not be made, directly or indirectly, in or into,
or by use of the mails of, or by any means or instrumentality (including,
without limitation, by means of telephone, facsimile, telex, the internet or
other forms of electronic communication) of interstate or foreign commerce of,
or any facilities of a securities exchange of, any Restricted Jurisdiction if to
do so would constitute a violation of the relevant laws of such jurisdiction,
and the Offer will not be capable of acceptance by any such use, means,
instrumentality or facility or from or within any Restricted Jurisdiction.
Accordingly, copies of this announcement, the Offer Document, the Form of
Acceptance and any other related documents are not being, and must not be,
directly or indirectly, mailed or otherwise distributed or sent in or into any
such Restricted Jurisdiction and persons receiving such documents (including
custodians, nominees and trustees) must not distribute or send them in, into or
from such jurisdiction as doing so may make invalid any purported acceptance of
the Offer by persons in any such jurisdiction. Notwithstanding the foregoing,
Autogrill retains the right to permit the Offer to be made and/or accepted, and
any sale of securities pursuant to the Offer to be completed if, at its sole
discretion, it is satisfied that the transaction in question can be undertaken
in compliance with applicable law and regulation.

The Offer is made in the United States pursuant to an exemption from the US
tender offer rules provided under Rule 14d-1(c) of the US Exchange Act.

Autogrill or members of the Autogrill Group may purchase Alpha Airports Shares
otherwise than under the Offer, such as in open market or privately negotiated
purchases. Such purchases shall comply with the applicable laws of the UK as
well as the Disclosure and Transparency Rules and the City Code.






                      This information is provided by RNS
            The company news service from the London Stock Exchange
END

OUPBZLLBDKBBBBK

Alpha Airports (LSE:AAP)
Graphique Historique de l'Action
De Oct 2024 à Nov 2024

Alpha Airports (LSE:AAP)
Graphique Historique de l'Action
De Nov 2023 à Nov 2024