8th Dec 2005 17:34
Tinopolis PLC08 December 2005 Tinopolis PLC8 December 2005 Not for release, publication or distribution, in whole or part, in, into or from the United States, Canada, Australia or Japan. 8 December 2005 Offer for The Television Corporation Plc ("TV Corp") by Winghaven Partners Ltd on behalf of Tinopolis Plc ("Tinopolis") Posting of Offer Documentation and Shareholder Circular and Documents available for inspection Further to the announcement made on 10 November 2005 of an offer by WinghavenPartners on behalf of Tinopolis for TV Corp (the 'Offer'), Tinopolis announcesthat the document containing the full terms and conditions of the Offer (the'Offer Document') has been posted to TV Corp Shareholders today, together withthe Form of Acceptance. The Offer Document also contains information equivalentto that of a prospectus pursuant to paragraph 1.2.2R(2) of the Prospectus Rulespublished by the Financial Services Authority. Copies of the Offer Document and Form of Acceptance are and will remainavailable for collection by TV Corp shareholders from the offices of WinghavenPartners Limited, 11 Grosvenor Crescent, London SW1X 7EE, Panmure Gordon(Broking) Limited, Moorgate Hall, 155 Moorgate, London EC2M 6XB and Tinopolis,Tinopolis Centre, Park Street, Llanelli, Carmarthenshire SA15 3YE during normalbusiness hours on any weekday (Saturdays and public holidays excepted) until1.00 p.m. on 29 December 2005, the first closing date of the Offer. In addition, Tinopolis has today posted the Offer Document and shareholdercircular convening the Annual General Meeting of Tinopolis (the "AGM") toapprove, amongst other things, the acquisition of TV Corp. The AGM will be heldat Tinopolis Centre, Park Street, Llanelli, Carmarthenshire SA15 3YE on 31December 2005 at 10.00 a.m. Copies of the Offer Document and shareholder circular dated 8 December 2005 havebeen submitted to the Financial Services Authority, and will shortly beavailable for inspection at the Financial Services Authority's Document viewingFacility, which is situated at: Financial Services Authority25 The North ColonnadeCanary WharfLondon E14 5HSTel. No. (0)20 7676 1000 Copies of the Offer Document and shareholder circular are available forcollection by Tinopolis shareholders from the offices of Winghaven PartnersLimited, 11 Grosvenor Crescent, London SW1X 7EE, Panmure Gordon (Broking)Limited, Moorgate Hall, 155 Moorgate, London EC2M 6XB and Tinopolis Plc,Tinopolis Centre, Park Street, Llanelli, Carmarthenshire SA15 3YE during normalbusiness hours on any weekday (Saturdays and public holidays excepted). Copies of the documents required to be on display under Rule 26 of The City Codeon Takeovers and Mergers are available for inspection at the offices of PanmureGordon (Broking) Limited, Moorgate Hall, 155 Moorgate, London EC2M 6XB andTinopolis Plc, Tinopolis Centre, Park Street, Llanelli, Carmarthenshire SA15 3YEduring normal business hours on any weekday (Saturdays and public holidaysexcepted). The Offer Document and shareholder circular will also be available on theTinopolis website (www.tinopolis.com) from 9 December 2005. Enquiries: Tinopolis 01554 880 880Ron Jones, Executive ChairmanArwel Rees, Managing Director Winghaven Partners Ltd 020 7201 8899(Financial Adviser to Tinopolis)Will IselinRob Edgell Panmure Gordon (Broking) Ltd 020 7459 3600(Nominated Adviser and Broker to Tinopolis)Aubrey PowellKatherine Roe Media Enquiries: Mantra PR 020 7907 7800Nick BishopLawrence Dore Winghaven Partners Limited, which is authorised and regulated in the UnitedKingdom by the Financial Services Authority, is acting exclusively for TinopolisPlc and no one else in connection with the Offer and will not be responsible toany other person for providing the protections afforded to clients of WinghavenPartners or for providing advice in relation to the Offer. Panmure Gordon (Broking) Limited, which is authorised and regulated in theUnited Kingdom by the Financial Services Authority, is acting exclusively forTinopolis Plc and no one else in connection with the Offer and will not beresponsible to any other person for providing the protections afforded toclients of Panmure Gordon (Broking) Limited or for providing advice in relationto the Offer. This announcement does not constitute, or form part of, any offer for, or anysolicitation of any offer for, securities. Any acceptance or other response tothe Offer should be made only on the basis of information referred to in theOffer Document. The Offer is not being and will not be made, directly or indirectly, in or into,or by use of the mails of, or by any means or instrumentality (including,without limitation, facsimile transmission, electronic mail, telex or telephone)of interstate or foreign commerce of, or any facilities of a national securitiesexchange of, the United States, Canada, Australia or Japan and the Offer willnot be capable of acceptance by any such use, means, instrumentality orfacility, directly or indirectly from or within the United States, Canada,Australia or Japan. In the event that the Offer is declared or becomes unconditional in allrespects, application will be made to the London Stock Exchange for the existingordinary shares in Tinopolis and those to be issued and allotted to accepting TVCorp shareholders pursuant to the Offer to be admitted to trading on AIM. Notes to Editors: Tinopolis is one of the United Kingdom's leading independent televisionproduction companies. Established in 1989 and based in Llanelli, Tinopolis is amajor player in the regional television market producing approximately 570 hoursof television programming in 2004 for the Welsh channel, S4C, as well asprogrammes for a number of other broadcasters. Tinopolis is currently rankedBritain's fourth largest independent television producer based outside London.Tinopolis also provides creative and technical interactive services forgovernment and many public authorities in the UK and corporate organisationsworldwide. In the year ended 30 September 2005, Tinopolis generated revenues of £10.4million, a 42% increase on the prior year, EBITDA of £1.5 million, a 195%increase on the prior year and pre-tax profit of £915,000 against a loss in theprior year. All elements of the business performed in line with management'sexpectations in 2005 and cash generation was strong with a net cash inflow fromoperations of approximately £1.2 million. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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