13th Nov 2006 13:56
AMEC PLC13 November 2006 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO ORFROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THERELEVANT LAWS OF SUCH JURISDICTION 13 November 2006 AMEC plc ("AMEC" or the "Company") Response to announcement by Texas Pacific Group and First Reserve Corporation The Board of AMEC noted today's announcement by Texas Pacific Group and FirstReserve Corporation confirming that they approached the Board of AMEC withrespect to a recommended transaction. The Board considered their proposal which was conditional on undertakingextensive due diligence and financing. The Board unanimously rejected this proposal since it significantly undervaluedthe Company and its prospects. Enquiries: AMEC plcStuart Siddall, Finance Director+44 (0) 207 634 0055Juliet Sychrava, Director Communications+44 (0) 207 634 0000 Brunswick Group LLPJames Bradley+44 (0) 207 404 5959 UBS Investment BankTom CooperJonathan Bewes+44 (0) 207 568 0000 Rule 2.10 disclosure In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, AMECconfirms that it has 333,528,842 ordinary shares of 50p each in issue andadmitted to trading on the London Stock Exchange under the UK ISIN codeGB0000282623. Dealing disclosure requirements Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the"Code"), if any person is, or becomes, "interested" (directly or indirectly) in1% or more of any class of "relevant securities" of AMEC, all "dealings" in any"relevant securities" of that company (including by means of an option inrespect of, or a derivative referenced to, any such "relevant securities") mustbe publicly disclosed by no later than 3.30 pm (London time) on the Londonbusiness day following the date of the relevant transaction. This requirementwill continue until the date on which the offer becomes, or is declared,unconditional as to acceptances, lapses or is otherwise withdrawn or on whichthe "offer period" otherwise ends. If two or more persons act together pursuantto an agreement or understanding, whether formal or informal, to acquire an"interest" in "relevant securities" of AMEC, they will be deemed to be a singleperson for the purpose of Rule 8.3. Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevantsecurities" of AMEC by AMEC or by the potential offeror, or by any of theirrespective "associates", must be disclosed by no later than 12.00 noon (Londontime) on the London business day following the date of the relevant transaction. A disclosure table, giving details of the companies in whose "relevantsecurities" "dealings" should be disclosed, and the number of such securities inissue, can be found on the Takeover Panel's website atwww.thetakeoverpanel.org.uk. "Interests in securities" arise, in summary, when a person has long economicexposure, whether conditional or absolute, to changes in the price ofsecurities. In particular, a person will be treated as having an "interest" byvirtue of the ownership or control of securities, or by virtue of any option inrespect of, or derivative referenced to, securities. Terms in quotation marks are defined in the Code, which can also be found on thePanel's website. If you are in any doubt as to whether or not you are requiredto disclose a "dealing" under Rule 8, you should consult the Panel. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
AMFW.L