Acorn Group PLC - Offer Partly Unconditional
May 27 1999 - 2:35AM
UK Regulatory
RNS No 9187k
ACORN GROUP PLC
27 May 1999
Not for release, distribution or publication in or into the
United States, Canada, Australia or Japan.
MSDW Investment Holdings Limited
recommended Offer for
Acorn Group plc
Recommended Offer has become unconditional as to acceptances
and timetable extended
On behalf of MSDW Investment Holdings Limited, a wholly owned
subsidiary of the Morgan Stanley Dean Witter Group,
Morgan Stanley & Co. Limited announces that the recommended
Offer for all the issued and to be issued share capital of
Acorn Group plc has become unconditional as to acceptances and
will remain open until further notice.
By 3.00pm on Wednesday, 26 May 1999, valid acceptances of the
Offer had been received in respect of 84,760,205 Acorn Shares
representing approximately 90.15 per cent. of the issued share
capital of Acorn.
Prior to the commencement of the Offer period, the
Morgan Stanley Dean Witter Group owned 100 Acorn Shares
representing approximately 0.0001 per cent. of the issued share
capital of Acorn.
Accordingly, as at 3.00pm on Wednesday, 26 May 1999, the
Morgan Stanley Dean Witter Group owned or had received valid
acceptances in respect of a total of 84,760,305 Acorn Shares
representing approximately 90.15 per cent. of the issued share
capital of Acorn.
Save as set out above, neither the Morgan Stanley Dean Witter Group
nor any persons acting in concert with the
Morgan Stanley Dean Witter Group owned any Acorn Shares or
rights over Acorn Shares prior to the commencement of the Offer
period, nor have they acquired or agreed to acquire any Acorn
Shares or rights over Acorn Shares during the Offer period other
than by way of acceptances of the Offer.
Terms defined in the Offer document dated 4 May 1999 shall
have the same meaning in this announcement.
Press enquiries:
Morgan Stanley & Co. Limited Euart Glendinning 0171 425 5000
This announcement is not being made directly or indirectly in or into
the United States, Canada, Australia or Japan, or to any North
American Person or resident of Australia or Japan or by use of the
mails of, or by any means or instrumentality of interstate or foreign
commerce of, or any facilities of a national securities exchange of,
any of the aforesaid jurisdictions. This includes, but is not limited
to, the post, facsimile transmission, telex, or any other electronic
forms of transmission and telephone. Accordingly, copies of this
announcement are not being sent and must not be mailed or
otherwise distributed or sent in or into the United States, Canada,
Australia or Japan including to Acorn Shareholders, or participants
in the Acorn Share Option Schemes or the Element 14 Share
Option Scheme, with registered addresses in any of the aforesaid
jurisdictions or to persons whom MSDW Investment Holdings
knows, or has reason to believe, to be custodians, trustees or
nominees holding Acorn Shares for persons with addresses in any
of the aforesaid jurisdictions. Persons receiving this announcement
and/or such documents (including, without limitation, custodians,
nominees and trustees) must not distribute or send them in, into or
from the United States, Canada, Australia or Japan or use such
mails or any such means, instrumentality or facility for any purpose
directly or indirectly in connection with the Offer, and so doing may
invalidate any purported acceptance of the Offer.
ARM Shares being offered under the Offer have not been and will
not be registered under the United States Securities Act 1933, as
amended, or under the laws of any state of the United States (and
the relevant clearances have not been and will not be obtained
from the relevant authorities in Canada, Australia and Japan) and
may not be offered, sold, re-sold or delivered directly or
indirectly, in or into the United States, Canada, Australia or Japan
or to a U.S. person (as this term is defined in Regulation S under
the United States Securities Act 1933, as amended), except
pursuant to exemptions from the applicable requirements of such
jurisdictions.
The availability of the Offer to persons not resident in the
United Kingdom may be affected by the laws of the relevant
jurisdictions. Acorn Shareholders who are not resident in the
United Kingdom should inform themselves about, and observe,
any applicable requirements.
Morgan Stanley & Co. Limited, which is regulated by
The Securities and Futures Authority Limited, is acting for
MSDW Investment Holdings and for no one else in connection
with the Offer and will not be responsible to anyone other than
MSDW Investment Holdings for providing the protections
afforded to customers of Morgan Stanley & Co. Limited nor
for providing advice in relation to the Offer.
END
OFFANRKKKKKVUAR
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