20th Oct 2009 16:03
This announcement does not constitute an announcement of a firm intention to make an offer under Rule 2.5 of the Takeover Code
Critical Information Group plc ("CIG" or the "Company")
Response to share price movement in Centaur Media plc ("Centaur")
Critical Information Group plc (LSE-AIM: CIG), a company formed to acquire and consolidate media companies and businesses, notes the recent price movement in the ordinary shares of Centaur and, in accordance with Rule 2.3 of the City Code on Takeovers and Mergers, makes the following statement:
On 17 September 2009 CIG made an approach to Centaur to acquire the entire issued and to be issued share capital of Centaur, which was subsequently rejected by the Centaur board.
The Company maintains an interest in acquiring Centaur and is actively considering its options.
A further announcement will be made in due course.
IMPORTANT NOTICE
This announcement does not constitute an announcement of a firm intention to make an offer under Rule 2.5 of the Takeover Code and, accordingly, shareholders are advised that there can be no certainty that any offer to acquire Centaur shares will be made.
Enquiries:
|
Critical Information Group plc David Smith / Tony Foye |
+44 (0)20 8906 6707 |
|
Singer Capital Markets Limited James Maxwell / Richard Savage |
+44 (0)20 3205 7500 |
|
Financial Dynamics Charlie Palmer / Matt Dixon / Emma Appleton |
+44 (0)20 7831 3113 |
RULE 2.10 DISCLOSURE
CIG announces, in accordance with Rule 2.10 of the UK City Code on Takeovers and Mergers (the "Takeover Code"), that at the close of business on 19 October 2009, CIG had the following relevant securities (within the meaning of the Takeover Code) in issue: 3,005,000 ordinary shares of 50p each. The ISIN reference number for these securities is GB00B4XB3Y29.
DEALING DISCLOSURE REQUIREMENTS
Under the provisions of Rule 8.3 of the Takeover Code, if any person is, or becomes, "interested" (directly or indirectly) in 1 per cent. or more of any class of "relevant securities" of CIG or of Centaur, all "dealings" in any "relevant securities" of that company (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of CIG or of Centaur, they will be deemed to be a single person for the purpose of Rule 8.3.
Under the provisions of Rule 8.1 of the Takeover Code, all "dealings" in "relevant securities" of CIG or of Centaur by CIG or Centaur, or by any of their respective "associates", must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction.
A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk.
"Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities.
Terms in quotation marks are defined in the Takeover Code, which can also be found on the Takeover Panel's website. If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Takeover Panel.
Related Shares:
Centaur