Corin Group PLC Stmnt re Share Price Movement (4879Q)

TIDMCRG

RNS Number : 4879Q

Corin Group PLC

06 November 2012

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

THIS ANNOUNCEMENT IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE") AND THERE CAN BE NO CERTAINTY THAT AN OFFER WILL BE MADE, NOR AS TO THE TERMS ON WHICH ANY OFFER WILL BE MADE

FOR IMMEDIATE RELEASE

6 November 2012

Corin Group plc ("Corin")

Corin notes the recent movement in its share price and confirms that it is in advanced discussions with 2IL Orthopaedics Limited which may lead to an offer for the entire issued share capital of Corin at seventy pence per ordinary share in cash. 2IL Orthopaedics Limited is a new company formed by a consortium comprised principally of IP Investimenti & Partecipazioni S.r.l, Hunt Capital S.A and IDeA Opportunity Fund I. There can be no certainty as to whether any offer will be forthcoming, on these or other terms.

In accordance with Rule 2.6(a) of the Code, 2IL Orthopaedics Limited is required, by not later than 5.00 p.m. on Tuesday, 4 December 2012, either to announce a firm intention to make an offer for the Company in accordance with Rule 2.7 of the Code or to announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline can be extended with the consent of the Panel in accordance with Rule 2.6(c) of the Code.

A copy of this announcement will be available at www.coringroup.com

The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

Enquiries:

   Rothschild                     +44 (0) 20 7280 5000

Julian Hudson

James Lyons

   Numis Securities           +44 (0) 207 260 1000

Michael Meade

James Black

Rupert Krefting

   College Hill                   +44 (0) 20 7457 2020

Adrian Duffield

Rozi Morris

N.M. Rothschild & Sons Limited ("Rothschild"), which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Corin and for no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than Corin for providing the protections afforded to its clients or for providing advice in connection with the subject matter of this announcement.

Disclosure requirements of the Takeover Code (the "Code")

Under Rule 8.3(a) of the Code, any person who is interested in 1% 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 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 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% 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 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 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.

Rule 2.10 Requirement

In accordance with Rule 2.10 of the Code, Conqueror confirms that at the date of this announcement, it has in issue and admitted to trading on the main market of the London Stock Exchange 42,784,907 ordinary shares of 2.5 pence each (excluding ordinary shares held in treasury). The International Securities Identification Number ("ISIN") of the Conqueror Shares is GB0031526527.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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