Timing of despatch of scheme document
16 Octobre 2009 - 2:25PM
UK Regulatory
TIDMGSD
RNS Number : 9243A
Fuhrer Family
16 October 2009
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 of such jurisdiction.
For immediate release16 October 2009
AIT Investments Limited ("AIT")
Timing of despatch of scheme document to shareholders of Goldshield Group plc
("Goldshield")
On 18 September 2009, AIT and the Independent Directors of Goldshield announced
the terms of a recommended cash acquisition of Goldshield pursuant to Rule 2.5
of the Code. The terms of the Acquisition were revised by AIT on each of 23
September 2009 and 2 October 2009.
Notwithstanding the later announcements of the revisions to the terms of the
Acquisition, the Code requires that a scheme document should normally be sent to
Goldshield Shareholders within 28 days of the date of the first announcement of
the Acquisition (i.e. by today).
The Panel has, however, suspended for the time being the timetable for sending a
scheme document to Goldshield Shareholders in connection with the Acquisition.
The Independent Directors of Goldshield have been consulted by the Panel in
implementing this suspension. A further announcement in relation to the timing
for despatch of the scheme document will be made in due course.
Terms used but not defined in this announcement shall have the meanings given to
them in the announcement dated 23 September 2009 of the revised recommended
proposals for the acquisition of Goldshield by AIT.
In accordance with Rule 19.11 of the Code, a copy of this announcement will be
published on www.ait-investments.com by no later than 12.00 p.m. (London time)
on 19 October 2009.
Enquiries:
+------------+-------------------+
| Rothschild | +44 20 7280 5000 |
| | |
+------------+-------------------+
| Financial | |
| adviser | |
| to AIT | |
+------------+-------------------+
| Hedley | |
| Goldberg | |
+------------+-------------------+
| Julian | |
| Hudson | |
+------------+-------------------+
| | |
+------------+-------------------+
| Nomura | + 44 20 7776 1200 |
| Code | |
| Securities | |
| Limited | |
+------------+-------------------+
| Broker | |
| to AIT | |
+------------+-------------------+
| Chris | |
| Collins | |
+------------+-------------------+
| Phil | |
| Walker | |
+------------+-------------------+
| | |
+------------+-------------------+
| Financial | +44 20 7831 3113 |
| Dynamics | |
+------------+-------------------+
| Public | |
| relations | |
| adviser | |
| to AIT | |
+------------+-------------------+
| Ben | |
| Atwell | |
+------------+-------------------+
| Ben | |
| Brewerton | |
+------------+-------------------+
Rothschild, which is authorised and regulated by the FSA in the United Kingdom,
is acting exclusively for AIT and no-one else in connection with the Further
Revised Proposals and will not be responsible to anyone other than AIT for
providing the protections afforded to clients of Rothschild nor for providing
advice in relation to the Further Revised Proposals or any other matters
referred to in this announcement.
Nomura Code Securities Limited, which is authorised and regulated by the FSA in
the United Kingdom, is acting exclusively for AIT and no-one else in connection
with the Further Revised Proposals and will not be responsible to anyone other
than AIT for providing the protections afforded to clients of Nomura Code
Securities Limited nor for providing advice in relation to the Further Revised
Proposals or any other matters referred to in this announcement.
Overseas jurisdictions
The distribution of this announcement in jurisdictions other than the UK may be
restricted by law and therefore any persons who are subject to the laws of any
jurisdiction other than the UK should inform themselves about, and observe, any
applicable requirements. This announcement has been prepared for the purpose of
complying with English law and the Code and the information disclosed may not be
the same as that which would have been disclosed if this announcement had been
prepared in accordance with the laws of jurisdictions outside the UK.
Rule 8 Dealing disclosure requirements
Under the provisions of Rule 8.3 of the Code, if any person is, or becomes,
"interested" (directly or indirectly) in one per cent. or more of any class of
"relevant securities" of Goldshield, all "dealings" in any "relevant securities"
of Goldshield (including by means of an option in respect of, or a derivative
referenced to, any such relevant securities) must be publicly disclosed by no
later than 3.30 p.m. on the business day following the date of the relevant
transaction. This requirement will continue until the date on which the
Acquisition and/or Scheme becomes effective, lapses or is otherwise withdrawn or
on which the "offer period" otherwise ends. If two or more persons act together
pursuant to an agreement or understanding, whether formal or informal, to
acquire an "interest" in "relevant securities" of Goldshield, they will be
deemed to be a single person for the purpose of Rule 8.3.
Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant
securities" of Goldshield by AIT or Goldshield, or by any of their respective
"associates", must be disclosed by no later than 12.00 noon on the business day
following the date of the relevant transaction.
A disclosure table, giving details of the companies in whose "relevant
securities" "dealings" should be disclosed, and the number of such securities in
issue, can be found on the Panel's website at www.thetakeoverpanel.org.uk.
"Interests in securities" arise, in summary, when a person has long economic
exposure, whether conditional or absolute, to changes in the price of
securities. In particular, a person will be treated as having an interest by
virtue of the ownership or control of securities, or by virtue of any option in
respect of, or derivative referenced to, securities.
Terms in quotation marks are defined in the Code, which can be found on the
Panel's website. If you are in any doubt as to whether or not you are required
to disclose a dealing under Rule 8, you should consult the Panel.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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