4th Sep 2007 07:00
This is a joint press release of Stork N.V. and London Acquisition B.V. pursuant to the provisions of Section 9b, subsection 1 and Section 9t, subsection 3, of the Dutch Securities Trade Supervision Decree 1995 (Besluit toezicht effectenverkeer 1995, "Bte 1995"). Not for release, distribution or publication, in whole or in part, in the United States of America, Japan or Canada.
London Acquisition extends the acceptance period for the public offer for all shares in Stork until 15:00 hours on 18 September 2007 to enable further discussions with LME and Stork.
With reference to the press releases dated 19 June 2007, 26 June 2007, 25 July 2007 and 10 August 2007, Stork N.V. ("Stork" or the "Company") and London Acquisition B.V. ("London Acquisition" or the "Offeror"), a holding company controlled by funds managed and advised by, or affiliated with, Candover, jointly announce that London Acquisition has extended the acceptance period for its public offer (the "Offer") for all the issued and outstanding shares in the share capital of Stork (the "Shares") until 15:00 hours on 18 September 2007.
LME Eignarhaldsfelag ehf ("LME") has reported that it acquired a shareholding interest in Stork in excess of 43% and indicated that it does not intend to tender these shares under the Offer. The extension follows discussions conducted by London Acquisition with LME and Stork in the last few days regarding the Offer and possible solutions. The parties believe that it is appropriate to continue these discussions.
No assurances can be given that these discussions will result in a solution that is acceptable to all parties.
Indicative timetable
As a result of the extension the indicative time table will be as follows:
15:00 hours, 18 September 2007 Acceptance Closing Date (subject to
extension)
On or before 25 September 2007 (fifth Announcement whether (i) the Offer has business day following the Acceptance been declared unconditional, (ii) there Closing Date) and subject to extension is still uncertainty as to the of the acceptance period
fulfillment of any of the offer ("Unconditional Date") conditions, or (iii) the Offer is terminated Third business day following the Settlement date of the Offer Unconditional Date
Following the extension of the Offer, any reference in this announcement and the Offer Memorandum to the Acceptance Closing Date shall unless the context requires otherwise, be deemed a reference 15:00 hours on 18 September 2007.
Shares already tendered
Each Shareholder has the right to withdraw the Shares he or she has tendered on or prior to 15:00 hours on 4 September 2007 in accordance with the provisions of Section 9o, subsection 5 of the Bte 1995. Any Shares tendered on or prior to 15:00 hours on 4 September 2007 and not withdrawn will remain subject to the Offer.
Shares tendered after 15:00 hours on 4 September 2007 may not be withdrawn, subject to the right of withdrawal of any tendered Shares during any further extension of the Offer in accordance with Section 9o, subsection 5 of the Bte 1995.
Offer Memorandum
Copies of the Offer Memorandum are available on the website of Stork (www.stork.com). Stork's website does not constitute a part of, and is not incorporated by reference into, the Offer Memorandum. Copies of the Offer Memorandum are furthermore available free of charge at the head office of Stork, the Settlement Agent and the Information Agent at the addresses mentioned below. The Offer Memorandum is available in English and includes a Dutch summary.
Stork Settlement Agent Information Agent Stork N.V. Rabo Securities Georgeson Amersfoortsestraatweg 7 Amstelplein 1 86 Upper Thames Street
1412 KA Naarden 1096 HA Amsterdam London EC4V 3 BJ The Netherlands The Netherlands United Kingdom Tel: +31 (0) 20 462 4602 Tel: 00 800 1020 1060 (Global Retail Shareholder Email: Toll Free Number) [email protected] Restrictions
The distribution of this communication may, in some countries, be restricted by law or regulation. Accordingly, persons who come into possession of this document should inform themselves of and observe these restrictions. To the fullest extent permitted by applicable law, The Offeror and Stork disclaim any responsibility or liability for the violation of any such restrictions by any person. Any failure to comply with these restrictions may constitute a violation of the securities laws of that jurisdiction. Neither the Offeror, nor Stork nor any of their advisers assumes any responsibility for any violation by any person of any of these restrictions. Any Stork shareholder who is in any doubt as to his position should consult an appropriate professional adviser without delay.
The Offer is not being made, and the Shares will not be accepted for purchase from or on behalf of any Shareholders, in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities or other laws or regulations of such jurisdiction or would require any registration, approval or filing with any regulatory authority not expressly contemplated by the terms of the Offer Memorandum. However, acceptances of the Offer by Shareholders not residing in The Netherlands will be accepted by London Acquisition if such acceptances comply with the acceptance procedure set out in the Offer Memorandum. Accordingly, copies of this announcement are not being, and must not be, mailed or otherwise distributed or sent in or into or from any jurisdiction in which such would not be in compliance with the securities or other laws or regulations of such jurisdiction or would require any registration, approval or filing with any regulatory authority not expressly contemplated by the terms of the Offer Memorandum and persons receiving this announcement (including custodians, nominees and trustees) may not mail or otherwise distribute or send it in, into or from such jurisdictions.
Note: Candover means Candover Investments plc and / or one or more of its subsidiaries, including Candover Partners Limited as Manager of the Candover 2005 Fund.
CANDOVER INVESTMENTS PLCRelated Shares:
CDI.L