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Statement re Possible Offer

5th May 2009 10:32

RNS Number : 6742R
Carluccio's PLC
05 May 2009
 

PRESS ANNOUNCEMENT

FOR IMMEDIATE RELEASE

5 May 2009

CARLUCCIO'S PLC ("CARLUCCIO'S" OR "THE COMPANY")

ANNOUNCEMENT OF APPROACH

The Board of Carluccio's notes the recent movement in its share price and announces that it has received a preliminary approach This preliminary approach may or may not lead to an offer being made for the Company.

This announcement has not been made with the agreement or approval of the potential Offeror and there can be no certainty that an offer will be made or as to the terms on which any offer might be made.

A further announcement will be made in due course.

In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, Carluccio's confirms that it has 57,467,660 ordinary shares of 5 pence each in issue and admitted to trading on the London Stock Exchange under the UK ISIN code GB00B0Q4N517.

Enquiries:

Hogarth Partnership Limited

020 7357 9477

Fiona Noblet

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% or more of any class of "relevant securities" of Carluccio's, all "dealings" in any "relevant securities" of Carluccio's (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until the date on which any offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends.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 Carluccio's, 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 Carluccio's by any potential offeror or Carluccio's, 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 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.

This information is provided by RNS
The company news service from the London Stock Exchange
 
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