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RESPONSE TO ANNOUCEMENT FROM TVH SERVICES N.V.

3rd Dec 2010 10:50

RNS Number : 3349X
Lavendon Group PLC
03 December 2010
 



Press announcement

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SOWOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

 

03 December 2010

Lavendon Group plc ("Lavendon" or the "Company")

 

RESPONSE TO ANNOUCEMENT FROM TVH SERVICES N.V. ("TVH")

 

The Board of Lavendon notes the announcement issued today from TVH in relation to its interest in a possible offer for the Company. The Board confirms that it received an approach from TVH proposing a recommended offer for Lavendon at price of 111 pence per share in cash on 30 November.

The indicative proposal was subject to a number of assumptions, pre-conditions and other terms, including bank financing.

Having considered the proposal carefully, the Board concluded that the approach was opportunistic and significantly undervalues Lavendon. Accordingly, the Board unanimously rejected the proposal on 1 December.

On 16 November Lavendon issued its Interim Management Statement. The Board confirmed that, as expected, the Group's trading performance had improved in the third quarter and into the fourth quarter and that it believed that this improvement would be maintained for the balance of the year and that the Group would deliver a full year result in line with its expectations.

In addition, the Board is making good progress in appointing two new non-executive directors and has commenced a broad review of the business to identify and prioritise performance improvement opportunities to help shape the future strategy and investment programme of the Group.

This announcement has not been made with TVH's consent, and there can be no certainty that an offer will be made, nor as to the terms on which any offer might be made.

 

Enquiries:

Financial Dynamics Tel: +44(0)2078313113

Billy Clegg

Jonathan Brill

 

 

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 Lavendon or of any paper 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 paper 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) Lavendon and (ii) any paper 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 paper offeror is first identified. Relevant persons who deal in the relevant securities of Lavendon or of a paper 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 Lavendon or of any paper offeror must make a Dealing Disclosure if the person deals in any relevant securities of Lavendon or of any paper 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) Lavendon and (ii) any paper 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 Lavendon or a paper 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 Lavendon and by any offeror and Dealing Disclosures must also be made by Lavendon, 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. If you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure, you should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129.

 

Rule 2.10 disclosure

In accordance with Rule 2.10 of the Code, Lavendon confirms that it has 164,498,696 ordinary shares of 1 pence each in issue and admitted to trading under the UK ISIN code GB0005057541.

 

Rule 19.11 disclosure

 

In accordance with Rule 19.11 of the Code, a copy of this announcement will be published on the Lavendon website: www.lavendongroup.com.

 

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