Motorola Solutions, Inc. Offer Document Posted (5026H)
12 Juillet 2012 - 8:35AM
UK Regulatory
TIDMPON
RNS Number : 5026H
Motorola Solutions, Inc.
12 July 2012
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION
WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF THAT JURISDICTION
FOR IMMEDIATE RELEASE
12 July 2012
RECOMMENDED CASH OFFER
by
Motorola Solutions, Inc. ("Motorola Solutions")
for
Psion plc ("Psion")
Posting of Offer Document
Further to the announcement on 15 June 2012 by Motorola
Solutions in connection with its recommended cash offer for Psion
pursuant to Rule 2.7 of the Takeover Code, Motorola Solutions is
pleased to announce that the offer document (the "Offer Document"),
which contains, among other things, the full terms and conditions
of the Offer and procedures for acceptance of the Offer, is being
posted today, together with the Form of Acceptance (in respect of
Psion Shares in certificated form).
The Psion Directors unanimously recommend that Psion
Shareholders accept the Offer, as they have each irrevocably
undertaken to do (or procure to be done) in respect of their own
entire beneficial holdings of Psion Shares.
Terms used in this announcement have the meanings given to them
in the Offer Document unless stated otherwise.
The Offer is open for acceptance until 1.00 p.m. (London time)
on 2 August 2012 (or such later time(s) and/or date(s) as Motorola
Solutions may determine, subject to the consent of the Panel, where
required).
To accept the Offer in respect of Psion Shares in certificated
form, the completed and signed Forms of Acceptance should be
returned and received, in accordance with the instructions printed
thereon, by the Receiving Agent as soon as possible and, in any
event, no later than 1.00 p.m. (London time) on 2 August 2012.
To accept the Offer in respect of Psion Shares in uncertificated
form, that is, in CREST, Electronic Acceptances should be made and
settled, in accordance with the instructions set out in the Offer
Document, as soon as possible and, in any event, no later than 1.00
p.m. (London time) on 2 August 2012.
Psion Shareholders are advised to be very wary of any
unsolicited advice, offers to buy shares or any other
correspondence in connection with the Offer that does not originate
from Motorola Solutions, Psion, the Receiving Agent or Psion
Shareholders' own stockbrokers.
In accordance with Rule 26.1 of the Takeover Code, a copy of
this announcement, the Offer Document and the Form of Acceptance
will be made available free of charge, subject to certain
restrictions relating to persons resident in Restricted
Jurisdictions, on Motorola Solutions' website at
www.motorolasolutions.com/disclosure and Psion's website at
http://investorrelations.psion.com by no later than 12 noon (London
time) on 13 July 2012.
Enquiries:
Motorola Solutions Tel: +1 847 450 4957
Nicholas Sweers (Public Relations) Tel: +44 (0)7738 928 092
Simon Craddock (Public Relations) Tel: +1 847 400 6291
Shep Dunlap (Investor Relations)
Goldman Sachs International (financial adviser to Motorola Solutions) Tel: +44 (0) 20 7774 1000
Mark Sorrell
Adrian Beidas
Psion Tel: +44 (0) 20 7025 6860
John Conoley - CEO
Adrian Colman - CFO
Canaccord Genuity Hawkpoint (financial adviser and Rule 3 adviser to Psion) Tel: +44 (0) 20 7665 4500
Simon Russell
Alex Ballantine
Canaccord Genuity (broker to Psion) Tel: +44 (0) 20 7523 8000
Erik Anderson
Emma Gabriel
Buchanan Communications Tel: +44 (0) 20 7466 5000
Charles Ryland Email: psion@buchanan.uk.com
Suzanne Brocks
Louise Hadcocks
Goldman Sachs International, which is authorised and regulated
in the United Kingdom by the FSA, is acting exclusively for
Motorola Solutions and no one else in connection with the Offer and
will not be responsible to anyone other than Motorola Solutions for
providing the protections afforded to clients of Goldman Sachs
International nor for giving advice in relation to the Offer or any
matter or arrangement referred to in this announcement.
Canaccord Genuity Hawkpoint Limited, which is authorised and
regulated in the United Kingdom by the FSA, is acting exclusively
for Psion plc and no one else in connection with the Offer and will
not be responsible to anyone other than Psion plc for providing the
protections afforded to clients of Canaccord Genuity Hawkpoint
Limited nor for giving advice in relation to the Offer or any
matter or arrangement referred to in this announcement.
Canaccord Genuity Limited, which is authorised and regulated in
the United Kingdom by the FSA, is acting exclusively for Psion plc
and no one else in connection with the Offer and will not be
responsible to anyone other than Psion plc for providing the
protections afforded to clients of Canaccord Genuity Limited nor
for giving advice in relation to the Offer or any matter or
arrangement referred to in this announcement.
This announcement is not intended to, and does not, constitute
or form part of any offer, invitation or the solicitation of an
offer to purchase, otherwise acquire, subscribe for, sell or
otherwise dispose of, any securities pursuant to this announcement
or otherwise. The Offer will be made solely by the Offer Document
and the Form of Acceptance accompanying the Offer Document, which
contains the full terms and conditions of the Offer, including
details of how the Offer may be accepted. Any decision in respect
of, or other response to, the Offer should be made only on the
basis of the information contained in the Offer Document.
The release, publication or distribution of this announcement in
jurisdictions other than the United Kingdom and the availability of
the Offer to Psion Shareholders who are not resident in the United
Kingdom may be affected by the laws of relevant jurisdictions.
Therefore any persons who are subject to the laws of any
jurisdiction other than the United Kingdom or Psion Shareholders
who are not resident in the United Kingdom will need to inform
themselves about, and observe, any applicable requirements and/or
restrictions. Any failure to comply with these restrictions may
constitute a violation of securities law of any such jurisdiction.
To the fullest extent permitted by law, Motorola Solutions and
Psion disclaim any responsibility or liability for the violation of
such restrictions by such persons.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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