Response to Mandatory Cash Offer
December 21 2009 - 1:00AM
UK Regulatory
TIDMCBF
RNS Number : 4180E
Cobra Bio-Manufacturing PLC
21 December 2009
+-------------------------------------+-------------------------------------+
| For Immediate Release | 21 December 2009 |
+-------------------------------------+-------------------------------------+
Cobra Biomanufacturing Plc ("Cobra" or "the Group" or "the Company")
Response to the Mandatory Cash Offer by Recipharm AB ("Recipharm")
In response to the announcement issued on 16 December 2009 by Recipharm in
relation to a mandatory cash offer for the Company at 2.25p per ordinary share
("the Recipharm Offer"), the Board of Cobra gives the following recommendation.
The Independent Cobra Directors, who have been so advised by Seymour Pierce,
consider the terms of the Offer to be fair and reasonable. In providing its
advice to the Independent Cobra Directors, Seymour Pierce has taken into account
the commercial assessments of the Independent Cobra Directors. In addition, the
Independent Cobra Directors consider the terms of the Offer to be in the best
interests of Cobra Shareholders as a whole. In reaching their recommendation the
Independent Directors have taken into account the following factors:
* trading conditions have remained very challenging with the continued delay in
the achievement of contract signatures and as a result the Company did not have
sufficient working capital for its current purposes;
* current banking facilities were due to expire on 4 January 2010;
* the inability of the Company to secure any funding from alternative sources
other than the Offeror; and
* in the absence of the Recipharm Offer, the Company was not in a position to
continue as a going concern and would be required to be placed into
administration.
Accordingly, the Independent Cobra Directors recommend that Cobra Shareholders
accept the Recipharm Offer once made as they intend to do so in respect of their
own beneficial holdings.
In accordance with the City Code, Recipharm has loaned monies on normal
commercial terms to Cobra, in order for Cobra to meet its working capital
requirements during the integration of the Recipharm and Cobra businesses.
An offer document will be posted to shareholders on or before 13 January 2010.
For further information, please contact:
+------------------------------------------------+--------------------------+
| Cobra Biomanufacturing Plc | Tel: +44 (0) 1782 714 |
| | 181 |
+------------------------------------------------+--------------------------+
| Danny Chapchal, Chairman | |
+------------------------------------------------+--------------------------+
| Simon Saxby, Chief Executive | |
+------------------------------------------------+--------------------------+
| Peter Coleman, Finance Director | |
+------------------------------------------------+--------------------------+
| | |
+------------------------------------------------+--------------------------+
| Buchanan Communications | Tel: +44 (0) 207 466 |
| | 5000 |
+------------------------------------------------+--------------------------+
| Tim Anderson | |
+------------------------------------------------+--------------------------+
| | |
+------------------------------------------------+--------------------------+
| Seymour Pierce (NOMAD & Broker) | Tel: +44 (0) 20 107 8000 |
+------------------------------------------------+--------------------------+
| Chris Howard | |
+------------------------------------------------+--------------------------+
| Christopher Wren | |
+------------------------------------------------+--------------------------+
This information is provided by RNS
The company news service from the London Stock Exchange
END
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