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Level of Acceptances and Lapse of Offer

15th Apr 2010 16:45

RNS Number : 2763K
Martyn Ratcliffe
15 April 2010
 



NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY JURISDICTION IF TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION 

 

15 April 2010

 

MANDATORY CASH OFFER

 

By

 

MARTYN RATCLIFFE ('Offeror')

 

For the entire issued and to be issued share capital of

 

SAGENTIA GROUP PLC ('Sagentia')

 

Announcement of Level of Acceptances and Lapse of Offer

 

On 23 March 2010, the Offeror announced the terms of a cash offer (the "Offer") to be made by the Offeror in respect of Sagentia Group plc ("Sagentia"). Capitalised terms used but not defined in this announcement shall have the meaning given to them in the offer document that was posted to Sagentia Shareholders on 25 March 2010.

 

The Offeror announces that as at 1pm (London time) today, being the First Closing Date, valid acceptances of the Offer had been received from Sagentia Shareholders in respect of a total of 32,379 Sagentia Shares, representing approximately 0.14 per cent. of the existing issued share capital of Sagentia and a total value of GBP 7,706.20. None of the acceptances referred to above was received from persons acting in concert with the Offeror or in respect of Sagentia Shares which were subject to an irrevocable commitment or a letter of intent procured by the Offeror or any of its associates.

 

In addition, the Offeror is the beneficial owner of 48.39 per cent. of the issued share capital of Sagentia. Therefore as at 1pm (London time) today the Offeror owned or had received valid acceptances in respect of a total of 10,544,459 Sagentia Shares, representing approximately 48.53 per cent. of the existing issued share capital of Sagentia. As the Offeror owned or had received valid acceptances in respect of a total of less than 50 per cent. of the issued share capital of Sagentia as at the First Closing Date, the Offer will not be declared unconditional and has lapsed in accordance with the terms of the Offer with effect from the First Closing Date and is no longer capable of acceptance. All acceptances of the Offer received to date are therefore of no effect and any accepting Sagentia Shareholders cease to be bound by their acceptances.

 

In respect of Sagentia Shares held in certificated form, the Form of Acceptance and any share certificate(s) and/or other document(s) of title will be returned by post (or by other such method as may be approved by the Panel) within 14 days of the Offer lapsing, at the risk of the person entitled thereto, to the person or agent whose name and address outside a Restricted Jurisdiction is set out in the relevant box on the Form of Acceptance or, if none is set out, to the first-named or sole holder of his registered address outside a Restricted Jurisdiction. No such documents will be sent to an address in any Restricted Jurisdiction.

 

In respect of Sagentia Shares held in uncertificated form in CREST, the Receiving Agent will, immediately (or within such longer period as the Panel may permit, not exceeding 14 days after the lapsing of the Offer), give TFE instructions to Euroclear UK & Ireland Limited (in its capacity as the operator of CREST) to transfer all Sagentia Shares held in escrow balances and in relation to which it is the escrow agent for the purposes of the Offer to the original available balances of the Sagentia Shareholders concerned.

 

Save as disclosed above, neither the Offeror nor any person acting in concert with the Offeror has an interest in or in respect of which he has a right to subscribe for, or any short positions (whether conditional or absolute and whether in the money or otherwise), including any short position under a derivative, any agreement to sell or any delivery obligation or right to require another person to purchase or take delivery of Sagentia Shares, nor has the Offeror or any person acting in concert with the Offeror borrowed or lent any Sagentia Shares during the Offer Period.

 

Enquires

 

Michael Lacey-Solymar

Rowena Murray

Investec Bank plc Tel: 020 7597 5970

(Financial Adviser to the Offeror)

 

Investec Bank plc, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting for the Offeror and for no one else in connection with the matters set out in this announcement and will not be responsible to anyone other than the Offeror for providing the protections afforded to clients of Investec Bank plc or for providing advice in relation to the matters set out 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. The Offer is being made solely by the Offer Document and the Form of Acceptance accompanying the Offer Document, which contain the full terms and conditions of the Offer, including details of how the Offer may be accepted. Any acceptance or other response to the Offer should be on the basis of the information in the Offer Document and the Form of Acceptance.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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