20th Jun 2012 07:00
Aer Lingus Group plc
ISE: EIL1 LSE: AERL
Statement Regarding Ryanair Proposal
Dublin & London 20 June 2012: The Board of Aer Lingus Group plc ("Aer Lingus") notes the announcement by Ryanair Holdings plc of its intention to make a third unsolicited offer for 100% of the entire issued and to be issued share capital of Aer Lingus.
Aer Lingus will make a statement in due course. In the meantime, Aer Lingus shareholders are urged to take no action.
Enquiries
Investors & Analysts | |||
Declan Murphy Jonathan Neilan
| Aer Lingus Investor Relations FTI Consulting | Tel: Tel: | +353 1 886 2228 +353 1 663 3686 |
Media | |||
Declan Kearney | Aer Lingus Communications | Tel: | +353 1 886 3662 |
Rothschild Robert Leitao Stuart Vincent Emmet Walsh
Goodbody Finbarr Griffin Linda Hickey
UBS Anna Richardson Brown Hew Glyn Davies
| Financial Advisor
Financial Advisor & Joint Broker
Joint Broker
| Tel:
Tel:
Tel: | + 44 207 280 5000
+ 353 1 614 0600
+ 44 207 567 8000
|
The directors of Aer Lingus Group plc accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the directors of Aer Lingus Group (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.
Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Irish Takeover Panel Act, 1997, Takeover Rules 2007, as amended (the "Irish Takeover Rules"), if any person is, or becomes, 'interested' (directly or indirectly) in, 1 percent, or more of any class of 'relevant securities' of Aer Lingus or Ryanair, all 'dealings' in any 'relevant securities' of Aer Lingus or Ryanair (including by means of an option in respect of, or a derivative referenced to, any such 'relevant securities') must be publicly disclosed by not later than 3:30 pm (Dublin time) on the business day following the date of the relevant transaction. This requirement will continue until the date on which the Offer becomes effective or on which the 'Offer period' otherwise ends. If two or more persons co-operate on the basis of any agreement, either express or tacit, either oral or written, to acquire an 'interest' in 'relevant securities' of Aer Lingus or Ryanair, they will be deemed to be a single person for the purpose of Rule 8.3 of the Irish Takeover Rules.
Under the provisions of Rule 8.1 of the Irish Takeover Rules, all 'dealings' in 'relevant securities' of Aer Lingus by Ryanair or 'relevant securities' of Ryanair by Aer Lingus, or by any of their respective 'associates' must also be disclosed by no later than 12 noon (Dublin time) on the 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 can be found on the Panel's website at www.irishtakeoverpanel.ie.
'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 Irish Takeover Rules, which can also be found on the Irish 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, please consult the Panel's website at www.irishtakeoverpanel.ie or contact the Panel on telephone number +353 1 678 9020; fax number +353 1 678 9289.
Rothschild is acting exclusively for Aer Lingus and no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than Aer Lingus for providing the protections offered to clients of Rothschild nor for providing advice in relation to the subject matter of this announcement or any other matters referred to in this announcement.
Goodbody Corporate Finance, which is regulated by the Financial Regulator in Ireland, is acting exclusively for Aer Lingus and no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than Aer Lingus for providing the protections offered to clients of Goodbody Corporate Finance nor for providing advice in relation to the subject matter of this announcement or any other matters referred to in this announcement.
UBS is acting exclusively for Aer Lingus and no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than Aer Lingus for providing the protections offered to clients of UBS nor for providing advice in relation to the subject matter of this announcement or any other matters referred to in this announcement.
Related Shares:
RYA.L