4th Sep 2006 12:49
Hardys & Hansons PLC04 September 2006 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR PART, IN, INTO OR FROM THE UNITEDSTATES, CANADA, AUSTRALIA OR JAPAN. 4 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 16 August 2006 in relation to the results of the Court Meetingsand shareholder meetings, the boards of Hardys & Hansons, HHHL, Greene King and the Offeror arepleased to announce that the High Court of Justice has earlier today made orders sanctioningthe Hardys & Hansons Scheme and the HHHL Scheme and confirming the reductions of capitalinvolved therein to effect the recommended acquisition of Hardys & Hansons and HHHL by theOfferor. The Schemes will become effective upon the Court Orders sanctioning the Schemes being deliveredand registered with the Registrar of Companies for England and Wales, which is expected tooccur on 5 September 2006. The London Stock Exchange has been requested to cancel the listingof the Hardys & Hansons Ordinary Shares and the Preference Shares on AIM and to cancel theirtrading on AIM with effect from 7.30 am on 5 September 2006. In respect of the consideration due from the Offeror, cheques and Loan Notes will bedespatched, and settlement in CREST will be effective, by not later than 6.00 pm (London time)on 19 September 2006. Terms defined in the Hardys & Hansons Scheme Document (or, as the case may be, in theannouncement relating to the Proposals dated 15 June 2006) shall have the same meaning in thisannouncement. The directors of Hardys & Hansons and the directors of HHHL accept responsibility for theinformation contained in this announcement relating to Hardys & Hansons and HHHL and confirmthat, to the best of their knowledge and belief (having taken all reasonable care to ensurethat such is the case), the information contained in this announcement is in accordance withthe facts and does not omit anything likely to affect the import of such information. The directors of Greene King and the directors of the Offeror accept responsibility for theinformation contained in this announcement relating to Greene King and the Offeror and confirmthat, to the best of their knowledge and belief (having taken all reasonable care to ensurethat such is the case), the information contained in this announcement is in accordance withthe facts and does 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 the Financial ServicesAuthority, is acting for Greene King and the Offeror and no one else in connection with theProposals and will not be responsible to anyone other than Greene King and the Offeror forproviding the protections afforded to clients of Citigroup or for providing advice in relationto the Proposals or any other matters referred to in this announcement. PricewaterhouseCoopers, which is authorised and regulated in the United Kingdom by theFinancial Services Authority for designated investment business, is acting for Greene King andthe Offeror and for no one else in relation to the Proposals and will not be responsible toanyone other than Greene King and the Offeror for providing the protections afforded to clientsof PricewaterhouseCoopers or for giving advice in relation to the Proposals or any othermatters referred to in this announcement. Hawkpoint, which is authorised and regulated in the United Kingdom by the Financial ServicesAuthority, is acting for Hardys & Hansons and HHHL and no one else in connection with theProposals and will not be responsible to anyone other than Hardys & Hansons and HHHL forproviding the protections afforded to clients of Hawkpoint or for providing advice in relationto the Proposals or any other matter referred to in this announcement. This announcement does not constitute an offer to sell or an invitation to purchase orsubscribe for any securities. Any decision in relation to the Proposals should be made only onthe basis of the information contained in the Scheme Documents. The implications of the Proposals for persons not resident in the United Kingdom may beaffected by the laws of the relevant jurisdictions. Such persons should inform themselves aboutand observe any applicable requirements of those jurisdictions. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
Greene King