22nd Apr 2005 15:07
Wolverhampton& Dudley Breweries PLC22 April 2005 FORM SAR 3Lodge with a RIS or Newstrack, if appropriate, and the Takeover Panel. A copymust also be sent to the company the shares of which are acquired. Date of disclosure...22 April 2005..... DISCLOSURE UNDER RULE 3 OF THE RULES GOVERNING SUBSTANTIAL ACQUISITIONS OF SHARES ("SARs") Date of acquisition ...22 April 2005............................................ Acquisition in ...Jennings Brothers plc........................(name of company) (1) Class of voting shares Number of shares/rights over If rights over shares acquired shares acquired, as opposed to the shares themselves, specify nature of rights(eg ordinary shares) ...............-.....shares Irrevocable undertaking from Scottish & Newcastle plc to accept an offer if made by The Wolverhampton & Dudley Breweries, plc ("W&DB") for all of the Jennings Brothers plc issued share capital. ...Ordinary.................. ........245,981......rights The undertaking will cease to be binding only if W&DB does not make an announcement under Rule 2.5 of the City Code on Takeovers and Mergers 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at a price of 430p per ordinary share, or if the offer pursuant to such an announcement is not made, lapses or is withdrawn. As stated in W& DB's announcement on 11 April 2005, W &DB reserves the right to make an offer at a price below 430p per ordinary share provided such a price is recommended by the board of Jennings Brothers plc. (2) Resultant total holding Resultant total holding of Total percentageof voting shares (and % of rights over shares (and % oftotal voting shares in issue) total voting shares in issue) ...10,000......... ( 0.09 %) ..........2,801,040..(26.29 %).2,811,040.( 26.38%) (3) Party making disclosure ...Hoare Govett Limited........................... (4) (a) Name of person acquiring shares or rights over shares ...The Wolverhampton & Dudley Breweries, plc...................and, if different, beneficial owner............................................................................... (b) Names of any other persons acting byagreement or understanding ...Scottish & Newcastle plc, whose holding is subjectto the irrevocable undertaking referred to above Signed, for and on behalf of the party named in (3) above............................................................. (Also print name of signatory) ...Alex Carter......................... Telephone and extension number ...020 7678 7717....................... ______________________________________Note 1. Under SAR 5, the holdings of and acquisitions by persons acting byagreement or understanding must be aggregated and treated as a holding of oracquisition by one person. Note 3 on SAR 5 requires persons who must aggregateholdings to disclose certain disposals.Note 2. The resultant total percentage holding of voting shares and rights overshares is to be calculated by reference to the percentage held and in issueoutside treasury.For full details of the SARs disclosure requirements, see Rules 3 and 5 of theSARs. If in doubt, contact the Panel on Takeovers and Mergers, MonitoringSection, 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:
Marstons