Independent Directors recommend 485p Midas offer
28 Octobre 2009 - 11:25AM
UK Regulatory
TIDMGSD
RNS Number : 5007B
Goldshield Group plc
28 October 2009
28 October 2009
Independent Directors of Goldshield recommend 485p offer by Midas
The Independent Directors of Goldshield Group plc ("Goldshield" or the
"Company") note the announcement by AIT Investments Limited ("AIT") that it will
no longer be pursuing the acquisition of Goldshield and that, with the consent
of the Panel, AIT is withdrawing its offer of 480p per Goldshield share.
Accordingly, the Independent Directors now intend to recommend unanimously that
shareholders accept the increased cash offer of 485p per Goldshield share
announced by Midas Bidco Limited ("Midas") on 25 October 2009 to be implemented
by way of a scheme of arrangement.
In addition, the Independent Directors welcome the announcement by Ajit Patel, a
member of the AIT consortium and a 4.8% shareholder in the Company, that he will
request the trustees of the Goldshield shares for which he and his family are
beneficiaries to vote in favour of the Midas offer.
The Independent Directors anticipate that documents to implement the Midas
scheme of arrangement will be sent to shareholders next week. They currently
expect that if shareholders vote in favour of the Midas offer at a meeting to be
convened in November, the transaction should complete in December.
Further announcements will be made in due course.
Further information:
Gleacher Shacklock LLP
Kieran Murphy
Angus Russell
Tel: 020 7484 1150
Numis Securities Ltd
Michael Meade
Oliver Cardigan
Tel: 020 7260 1000
Brunswick Group LLP
Michael Harrison
Justine McIlroy
Tel: 020 7404 5959
Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if any
person is, or becomes, "interested" (directly or indirectly) in 1% or more of
any class of "relevant securities" of the Company all "dealings" in any
"relevant securities" of the Company (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 pm (London time) on the London business
day following the date of the relevant transaction. This requirement will
continue until the date on which the offer becomes, or is declared,
unconditional as to acceptances, lapses or is otherwise withdrawn or on which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 the Company, 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 the Company by Midas or any other potential offeror or the
Company, or by any of their respective "associates", must be disclosed by no
later than 12.00 noon (London time) on the London 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 Takeover 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 also 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.
Gleacher Shacklock, which is authorised and regulated in the United Kingdom by
the Financial Services Authority, is acting exclusively for the Company and no
one else in connection with any offer and will not be responsible to anyone
other than Company for providing the protections afforded to clients of Gleacher
Shacklock or for providing advice in relation to any offer or for the contents
of this announcement.
Numis Securities, which is authorised and regulated in the United Kingdom by the
Financial Services Authority, is acting exclusively for the Company and no one
else in connection with any offer and will not be responsible to anyone other
than Company for providing the protections afforded to clients of Numis
Securities or for providing advice in relation to any offer or for the contents
of this announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
END
OUPBGBDGGDDGGCI
Goldshield (LSE:GSD)
Graphique Historique de l'Action
De Avr 2024 à Mai 2024
Goldshield (LSE:GSD)
Graphique Historique de l'Action
De Mai 2023 à Mai 2024
Real-Time news about Goldshield Grp (London Stock Exchange): 0 recent articles
Plus d'articles sur Goldshield