5th Sep 2006 16:54
Hardys & Hansons PLC05 September 2006 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR PART, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN. 5 September 2006 RECOMMENDED PROPOSALS for the acquisition of HARDYS & HANSONS P.L.C. By Greene King Acquisitions (No. 3) Limited, a wholly-owned subsidiary of GREENE KING PLC to be effected by means of Schemes of Arrangement under section 425 of the Companies Act 1985 Further to the announcement on 4 September 2006, the boards of Hardys & Hansons,HHHL, Greene King and the Offeror announce that the Orders of the Courtsanctioning the Schemes and confirming the reductions of capital therein havebeen delivered to and registered with the Registrar of Companies and thereforethe Hardys & Hansons Scheme and the HHHL Scheme have now become effective andthe entire issued share capital of Hardys & Hansons and HHHL is owned by theOfferor. All existing Hardys & Hansons Ordinary Shares (other than those ordinary sharesheld by Hardys & Hansons Ordinary Shareholders who have made valid electionsunder the Loan Note Alternative which will be transferred to the Offeror andthose Hardys & Hansons Ordinary Shares already held by the Offeror which willcontinue to be held by the Offeror) and Preference Shares have been cancelled.The listing and trading of the Hardys & Hansons Ordinary Shares and PreferenceShares on AIM have also been cancelled. In respect of the consideration due from the Offeror, cheques and Loan Noteswill be despatched, and settlement in CREST will be effective, by not later than6.00 pm (London time) on 19 September 2006. Terms defined in the Hardys & Hansons Scheme Document (or, as the case may be,in the announcement relating to the Proposals dated 15 June 2006) shall have thesame meaning in this announcement. The directors of Hardys & Hansons and the directors of HHHL acceptresponsibility for the information contained in this announcement relating toHardys & Hansons and HHHL and confirm that, to the best of their knowledge andbelief (having taken all reasonable care to ensure that such is the case), theinformation contained in this announcement is in accordance with the facts anddoes not omit anything likely to affect the import of such information. The directors of Greene King and the directors of the Offeror acceptresponsibility for the information contained in this announcement relating toGreene King and the Offeror and confirm that, to the best of their knowledge andbelief (having taken all reasonable care to ensure that such is the case), theinformation contained in this announcement is in accordance with the facts anddoes not omit anything likely to affect the import of such information. Enquiries Greene King 01284 763 222Rooney Anand Citigroup 020 7986 4000David WormsleyAnthony Gutman PricewaterhouseCoopers 020 7583 5000Simon BoadleSean Williams Financial Dynamics 020 7831 3113Ben FosterCharles Watenphul Hardys & Hansons 0115 938 3611Jonathan Webster Hawkpoint 020 7665 4500Patrick WilsonJoseph Ayala College Hill 020 7457 2020Justine WarrenMatthew Smallwood Citigroup, which is authorised and regulated in the United Kingdom by theFinancial Services Authority, is acting for Greene King and the Offeror and noone else in connection with the Proposals and will not be responsible to anyoneother than Greene King and the Offeror for providing the protections afforded toclients of Citigroup or for providing advice in relation to the Proposals or anyother matters referred to in this announcement. PricewaterhouseCoopers, which is authorised and regulated in the United Kingdomby the Financial Services Authority for designated investment business, isacting for Greene King and the Offeror and for no one else in relation to theProposals and will not be responsible to anyone other than Greene King and theOfferor for providing the protections afforded to clients ofPricewaterhouseCoopers or for giving advice in relation to the Proposals or anyother matters referred to in this announcement. Hawkpoint, which is authorised and regulated in the United Kingdom by theFinancial Services Authority, is acting for Hardys & Hansons and HHHL and no oneelse in connection with the Proposals and will not be responsible to anyoneother than Hardys & Hansons and HHHL for providing the protections afforded toclients of Hawkpoint or for providing advice in relation to the Proposals or anyother matter referred to in this announcement. This announcement does not constitute an offer to sell or an invitation topurchase or subscribe for any securities. Any decision in relation to theProposals should be made only on the basis of the information contained in theScheme Documents. The implications of the Proposals for persons not resident in the United Kingdommay be affected by the laws of the relevant jurisdictions. Such persons shouldinform themselves about and observe any applicable requirements of thosejurisdictions. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
Greene King