TIDME2V
RNS Number : 7528A
e2v technologies PLC
28 March 2017
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION
WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF
SUCH JURISDICTION.
For immediate release
28 March 2017
RECOMMED CASH ACQUISITION
of
e2v technologies plc
by
Rhombi Holdings Limited
(a wholly-owned, indirect subsidiary of Teledyne Technologies
Incorporated)
effected by means of a Scheme of Arrangement
under Part 26 of the Companies Act 2006
Scheme effective; directorate change
Further to the announcement made on 27 March 2017, the boards of
e2v technologies plc ("e2v") and Teledyne Technologies Incorporated
("Teledyne") are pleased to announce that the Scheme Court Order
has been delivered to the Registrar of Companies and therefore that
the Scheme has become Effective in accordance with its terms.
Accordingly, e2v has become a wholly owned subsidiary of Rhombi
Holdings Limited (a wholly-owned, indirect subsidiary of
Teledyne).
Under the terms of the Scheme, holders of Scheme Shares are
entitled to receive 275 pence in cash for each Scheme Share. The
consideration due to the Scheme Shareholders will be dispatched to
such persons by no later than 11 April 2017 (being 14 days after
the Effective Date).
Steve Blair
e2v announces that Steve Blair, Group Chief Executive of e2v
will step down with effect from 31 March 2017.
Steve Blair said "with the acquisition by Teledyne now
effective, e2v has a promising future as part of a larger,
complementary group with enhanced scale and a wider range of
capabilities to service its key customers. Now is the right time
for a new executive team to lead the business as e2v enters a new
chapter".
Enquiries:
+44 (0) 1245
e2v technologies plc 493 493
Neil Johnson, Chairman
Steve Blair, Group Chief Executive
Investec Bank plc
(Rule 3 adviser and corporate broker +44 (0) 207
to e2v) 597 5970
Christopher Baird
James Rudd
N. M. Rothschild & Sons Limited +44 (0) 207
(Rule 3 adviser to e2v) 280 5000
Ravi Gupta
John Byrne
FTI Consulting +44 (0) 203
(PR adviser to e2v technologies) 727 1340
Richard Mountain
Susan Yule
Rhombi Holdings Limited / Teledyne +1 (805) 373
Technologies Incorporated 4542
Jason VanWees
Citigroup Global Markets Limited
(Lead financial adviser and broker +44 (0) 207
to Teledyne and Teledyne Bidco) 986 4000
Wes Walraven
Jan Skarbek
Luke Spells
Christopher Wren
Important Notices
Citigroup Global Markets Limited ("Citi"), which is authorised
by the Prudential Regulatory Authority ("PRA") and regulated in the
United Kingdom by the Financial Conduct Authority ("FCA") and the
PRA, is acting exclusively for Teledyne and Teledyne Bidco and for
no one else in connection with the Acquisition and the matters set
out in this Announcement and will not be responsible to anyone
other than Teledyne and Teledyne Bidco for providing the
protections afforded to clients of Citi nor for providing advice in
relation to the Acquisition or any other matter or arrangement
referred to in this Announcement. Neither Citi nor any of its
affiliates owes or accepts any duty, liability or responsibility
whatsoever (whether direct or indirect, whether in contract, tort
or, under statute or otherwise) to any person who is not a client
of Citi in connection with this Announcement, any statement
contained herein, the Acquisition or otherwise.
Investec Bank plc ("Investec"), which is authorised by the PRA
and regulated in the United Kingdom by the FCA and the PRA, is
acting exclusively for e2v and no one else in connection with the
Acquisition and will not regard any other person as its client in
relation to the matters referred to in this Announcement and will
not be responsible to anyone other than e2v for providing the
protections afforded to clients of Investec nor for providing
advice in relation to the Acquisition or any other matter or
arrangement referred to in this Announcement. Neither Investec nor
any of its affiliates owes or accepts any duty, liability or
responsibility whatsoever (whether direct or indirect, whether in
contract, tort or, under statute or otherwise) to any person who is
not a client of Investec in connection with this Announcement, any
statement contained herein, the Acquisition or otherwise.
N. M. Rothschild & Sons Limited ("Rothschild"), which is
authorised and regulated in the United Kingdom by the FCA, is
acting exclusively as financial adviser to e2v and no one else in
connection with the Acquisition and will not regard any other
person as its client in relation to the matters referred to in this
Announcement and will not be responsible to anyone other than e2v
for providing the protections afforded to clients of Rothschild nor
for providing advice in relation to the matters referred to in this
Announcement. Neither Rothschild nor any of its affiliates owes or
accepts any duty, liability or responsibility whatsoever (whether
direct or indirect, whether in contract, tort or, under statute or
otherwise) to any person who is not a client of Rothschild in
connection with this Announcement, any statement contained herein,
the Acquisition or otherwise.
Further information
This Announcement has been prepared for the purpose of complying
with English law and the Code and the information disclosed may not
be the same as that which would have been disclosed if this
Announcement had been prepared in accordance with the laws of
jurisdictions outside the United Kingdom.
The statements contained in this Announcement are made as at the
date of this Announcement, unless some other time is specified in
relation to them, and service of this Announcement shall not give
rise to any implication that there has been no change in the facts
set out in this Announcement since such date.
Publication on website and availability of hard copies
In accordance with Rule 26.1 of the Code, a copy of this
Announcement will be made available (subject to certain
restrictions relating to persons resident in Restricted
Jurisdictions), free of charge, on Teledyne's website at
http://teledyne.com and e2v's website at http://www.e2v.com by no
later than 12:00 noon on the Business Day following this
Announcement. Neither the contents of these websites nor the
content of any other website accessible from hyperlinks on such
websites is incorporated into, or forms part of, this
Announcement.
In accordance with Rule 30.3 of the Code, a person so entitled
may request a hard copy of this Announcement, free of charge, by
contacting Citi on +44 (0) 207 986 4000, Investec on +44 (0) 207
597 4000 or Rothschild on +44 (0)207 280 5000. For persons who
receive a copy of this Announcement in electronic form or via a
website notification, a hard copy of this Announcement will not be
sent unless so requested. In accordance with Rule 30.3 of the Code,
a person so entitled may also request that all future documents,
announcements and information to be sent to them in relation to the
Acquisition should be in hard copy form.
Disclosure requirements of the Code
Under Rule 8.3(a) of the Code, any person who is interested in 1
per cent. or more of any class of relevant securities of an offeree
company or of any securities exchange offeror (being any offeror
other than an offeror in respect of which it has been announced
that its offer is, or is likely to be, solely in cash) must make an
Opening Position Disclosure following the commencement of the offer
period and, if later, following the announcement in which any
securities exchange offeror is first identified. An Opening
Position Disclosure must contain details of the person's interests
and short positions in, and rights to subscribe for, any relevant
securities of each of: (i) the offeree company and (ii) any
securities exchange offeror(s). An Opening Position Disclosure by a
person to whom Rule 8.3(a) applies must be made by no later than
3.30 pm on the 10th Business Day following the commencement of the
offer period and, if appropriate, by no later than 3.30 pm on the
10th Business Day following the announcement in which any
securities exchange offeror is first identified. Relevant persons
who deal in the relevant securities of the offeree company or of a
securities exchange offeror prior to the deadline for making an
Opening Position Disclosure must instead make a Dealing
Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes,
interested in 1 per cent. or more of any class of relevant
securities of the offeree company or of any securities exchange
offeror must make a Dealing Disclosure if the person deals in any
relevant securities of the offeree company or of any securities
exchange offeror. A Dealing Disclosure must contain details of the
dealing concerned and of the person's interests and short positions
in, and rights to subscribe for, any relevant securities of each
of: (i) the offeree company and (ii) any securities exchange
offeror, save to the extent that these details have previously been
disclosed under Rule 8. A Dealing Disclosure by a person to whom
Rule 8.3(b) applies must be made by no later than 3.30 pm on the
Business Day following the date of the relevant dealing.
If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire or control an
interest in relevant securities of an offeree company or a
securities exchange offeror, they will be deemed to be a single
person for the purpose of Rule 8.3.
Opening Position Disclosures must also be made by the offeree
company and by any offeror, and Dealing Disclosures must also be
made by the offeree company, by any offeror and by any persons
acting in concert with any of them (see Rules 8.1, 8.2 and
8.4).
Details of the offeree and offeror companies in respect of whose
relevant securities Opening Position Disclosures and Dealing
Disclosures must be made can be found in the Disclosure Table on
the Takeover Panel's website at www.thetakeoverpanel.org.uk,
including details of the number of relevant securities in issue,
when the offer period commenced and when any offeror was first
identified. You should contact the Takeover Panel's Market
Surveillance Unit on +44 (0) 20 7638 0129 if you are in any doubt
as to whether you are required to make an Opening Position
Disclosure or a Dealing Disclosure.
This information is provided by RNS
The company news service from the London Stock Exchange
END
OUPBGGDXXBDBGRI
(END) Dow Jones Newswires
March 28, 2017 06:17 ET (10:17 GMT)
E2V (LSE:E2V)
Historical Stock Chart
From May 2024 to Jun 2024
E2V (LSE:E2V)
Historical Stock Chart
From Jun 2023 to Jun 2024