22nd Apr 2005 15:11
Wolverhampton& Dudley Breweries PLC22 April 2005 FORM 8.1/8.3 Lodge with a RIS or Newstrack, if appropriate, and the Takeover Panel. Useseparate form for each class of securities in which dealings have been made. Date of disclosure...22 April 2005..... DISCLOSURE UNDER RULES 8.1(a), 8.1(b)(i) AND 8.3OF THE CITY CODE ON TAKEOVERS AND MERGERS Date of dealing ...22 April 2005 (see note (i))....... Dealing in ......Jennings Brothers plc..................(name of company) (1) Class of securities (eg ordinary shares) ......Ordinary shares............. (2) Amount bought Amount sold Price per unit245,981* see note (i) - - Note:* These are not actual purchases Note (i) - Scottish & Newcastle plc have given an irrevocable undertaking to TheWolverhampton & Dudley Breweries, plc ("W&DB") in respect of 245,981 shares inJennings Brothers plc. The undertaking will cease to be binding only if W&DBdoes not make an announcement under Rule 2.5 of the City Code on Takeovers andMergers on or before 30 April 2005 (or such later date as the parties may agree)at a price of 430p per ordinary share, or if the offer pursuant to such anannouncement is not made, lapses or is withdrawn. As stated in W&DB'sannouncement on 11 April 2005, W&DB reserves the right to make an offer at aprice below 430p per ordinary share provided such a price is recommended by theboard of Jennings Brothers plc. (3) Resultant total of the same class owned or controlled(and percentage of class) ... W&DB has a resultant holding of 10,000 (0.09%) ordinary shares as beneficialowner, and rights over 2,801,040 (26.29 %) ordinary shares as a result ofirrevocable undertakings. W&DB's total resultant holding of ordinary shares andrights over ordinary shares is 2,811,040 (26.38%) (4) Party making disclosure ...Hoare Govett Limited............................ (5) EITHER (a) Name of purchaser/vendor (Note 1) ...... The Wolverhampton &Dudley Breweries, plcOR (b) If dealing for discretionary client(s), name of fund managementorganisation............................................................................... (6) Reason for disclosure (Note 2) - Pursuant to Note 6(b) to Rule 8(a) associate of (i) offeror (Note 3) NO (ii) offeree company NO Specify which category or categories of associate (1-8 overleaf) .... If category (8), explain................................................................................ (b) Rule 8.3 (ie disclosure because of ownership or control of 1% or more ofthe class of relevant securities dealt in) NO Signed, for and on behalf of the party named in (4) above............................................................. (Also print name of signatory) ...... Alex Carter Telephone and extension number ......020 7678 7717........... ______________________________________Note 1. Specify owner, not nominee or vehicle company. If relevant, alsoidentify controller of owner, eg where an owner normally acts on instructions ofa controller.Note 2. Disclosure might be made for more than one reason; if so, state allreasons.Note 3. Specify which offeror if there is more than one.Note 4. When an arrangement exists with any offeror, with the offeree company orwith an associate of any offeror or of the offeree company in relation torelevant securities, details of such arrangement must be disclosed, as requiredby Note 6 on Rule 8.Note 5. It may be necessary, particularly when disclosing derivativetransactions, to append a sheet to this disclosure form so that all relevantinformation can be given.Note 6. In the case of an average price bargain, each underlying trade should bedisclosed.Note 7. The resultant total percentage holding of the class of relevant securityis to be calculated by reference to the percentage held and in issue outsidetreasury.For full details of disclosure requirements, see Rule 8 of the Code. If indoubt, contact the Panel on Takeovers and Mergers, Monitoring Section, Tel. No:020 7638 0129. E-mail:[email protected] This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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