13th Dec 2013 15:18
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 SUCH JURISDICTION
IG Seismic Services Plc
13 December 2013
EXTENSION OF DEADLINE UNDER RULE 2.6(C) OF THE TAKEOVER CODE
We refer to the announcement by U.C.E. Synttech Holdings Ltd ("Synttech") of a possible offer for the whole of the issued and to be issued share capital of IG Seismic Services Plc (the "Company" or "IGSS") on 15 November 2013, and the Company's statement regarding the possible offer on 27 November 2013.
In accordance with Rule 2.6(c) of the City Code on Takeovers and Mergers (the " Code"), at the request of the Company, the Panel on Takeovers and Mergers (the "Panel") has consented to an extension of the deadline by which Synttech must either announce a firm intention to make an offer for the Company in accordance with Rule 2.7 of the Code or announce that it has no intention to make an offer in accordance with Rule 2.8 of the Code, until 5.00 pm on 13 January 2014. This extended deadline may be extended further with the consent of the Panel, at the Company's request, in accordance with Rule 2.6(c) of the Code.
Shareholders should be aware that there is no certainty that an offer for the Company's shares (including the shares deposited in the Company's global depositary receipt programme) not already owned by Synttech, and any parties deemed to be acting in concert with Synttech, will result from the approach and are urged to take no action.
Since the Company has its registered office in Cyprus and global depositary receipts representing interests in its shares are listed on an EEA regulated market in the United Kingdom, the Cyprus Securities and Exchange Commission is responsible for rules regarding information to employees and company law matters (including frustrating action), and the Panel is responsible for rules on consideration and bid procedure matters.
A copy of this announcement will be available at www.igseis.com
For further information, please contact:
IG Seismic Services Plc, Board of Directors Secretary
Anna Zaytseva, + 357 2226 9655
IG Seismic Services Plc, Media Relations
Victoria Smirnova, +7 495 580 7882 ext. 396
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 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 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, 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.
Related Shares:
Ig Seismic S