Lighthouse Group PLC Response to Indicative Offer and Rule 2.10 (4880S)
17 Mars 2016 - 5:32PM
UK Regulatory
TIDMLGT TIDMAFHP
RNS Number : 4880S
Lighthouse Group PLC
17 March 2016
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM THE UNITED STATES,
CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO
WOULD BE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH
JURISDICTION
17 March 2016
Lighthouse Group Plc
("Lighthouse", the "Company" or the "Group")
Response to Indicative Offer and Rule 2.10 announcement
Lighthouse Group Plc notes the announcement made by AFH
Financial Group Plc ("AFH") earlier today.
The Board of Lighthouse believes that the indicative offer from
AFH fundamentally undervalues the Group and its prospects,
especially in the context of the Group's net cash position of
GBP7.9 million as at 31 December 2015. Shareholders are advised to
take no action.
Further announcements will be made as and when appropriate.
Rule 2.10
In accordance with Rule 2.10 of the Takeovers Code, the Company
confirms that it has 127,700,298 ordinary shares of 1 pence each in
issue. The ISIN reference for these securities is GB0009779116.
For further information, please contact:
Lighthouse Group plc
Richard Last, Chairman Tel: +44 (0) 20 7065
5640
richard.last@lighthousegroup.plc.uk
Malcolm Streatfield, Tel: +44 (0) 20 7065
Chief Executive 5642
malcolm.streatfield@lighthouseroup.plc.uk
Peter Smith, Finance Tel: +44 (0) 1392
Director 457850
peter.smith@lighthousegroup.plc.uk
www.lighthousegroup.plc.uk
finnCap Limited Tel: +44 (0) 20 7220
0500
(Nominated Adviser to
the Company)
Adrian Hargrave/Matt
Goode/Emily Watts
Media enquiries:
Abchurch Communications
Jamie Hooper / Alex Shaw Tel: +44 (0) 20 7398
7719
jamie.hooper@abchurch-group.com www.abchurch-group.com
finnCap Ltd ("finnCap"), which is regulated in the United
Kingdom by The Financial Conduct Authority, is acting for the
Company in relation to the matters described in this announcement
and is not advising any other person, and accordingly will not be
responsible to anyone other than the Company for providing the
protections afforded to clients of finnCap or for providing advice
in relation to the matters described in this announcement.
The directors of Lighthouse accept responsibility for the
information contained in this announcement. To the best of their
knowledge and belief (having 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.
Publication on website
A copy of this announcement will be made available (subject to
certain restrictions relating to persons resident in restricted
jurisdictions) at www.lighthousegroup.plc.uk by no later than 12
noon (London time) on the business day following the release of
this announcement in accordance with Rule 26.1 of the Code. The
content of the website referred to in this announcement is not
incorporated into and does not form part of this announcement.
Disclosure requirements of the Takeover Code
Under Rule 8.3(a) of the Takeover Code, any person who is
interested in 1% or more of any class of relevant securities of an
offeree company or of any securities exchange 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 securities exchange 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
securities exchange 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 securities exchange offeror is first
identified. Relevant persons who deal in the relevant securities of
the offeree company or of a securities exchange offeror prior to
the deadline for making an Opening Position Disclosure must instead
make a Dealing Disclosure.
Under Rule 8.3(b) of the Takeover 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 securities exchange
offeror must make a Dealing Disclosure if the person deals in any
relevant securities of the offeree company or of any securities
exchange 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 securities exchange
offeror(s), 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
securities exchange 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. You should contact the Panel's Market Surveillance Unit
on +44(0)20 7638 0129 if you are in any doubt as to whether you are
required to make an Opening Position Disclosure or a Dealing
Disclosure.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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