RNS Number : 7028G
  Suez Energy South America
  27 October 2008
   

    NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD VIOLATE THE
LAWS OF SUCH JURISDICTION

    27 October 2008

    RECOMMENDED CASH OFFER FOR ECONERGY INTERNATIONAL PLC ("ECONERGY") BY SESA BIDCO LTD ("BIDCO")

    Offer unconditional in all respects

    On 13 June 2008, Suez Energy South America Participacoes Ltda. ("SESA") announced a cash offer of 45p per Econergy Share, to be made by
SESA or a subsidiary of SESA, for Econergy. The Offer Document was posted on 25 June 2008.

    On 29 July 2008, SESA announced that the Offer had become unconditional as to acceptances.

    On 18 August 2008, SESA announced that, except conditions 1(b), 1(c) and 1(d), all conditions of the Offer set out and referred to in
Appendix 1 to the Offer Document had been satisfied or waived. 

    SESA now announces that all conditions of the Offer have been satisfied or waived and, accordingly, the Offer is unconditional in all
respects. 

    The Offer will remain open for acceptance until further notice. Full details of how to accept the Offer in respect of Econergy Shares
held in certificated and uncertificated form are set out in the Offer Document and, in the case of Econergy Shares held in certificated
form, the Form of Acceptance.

    Copies of the Offer Document, the Form of Acceptance and any related documents are available for collection from Capita Registrars,
Corporate Actions, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TY during normal business hours on any business day.

    Settlement of the consideration due under the Offer in respect of valid acceptances already received will be despatched by first-class
post (in the case of certificated holders) or credited to the relevant CREST account (in the case of uncertificated holders) as soon as
possible and in any event within the next 14 days. Settlement in respect of further valid acceptances will be made within 14 days of receipt
of such acceptances.

    BidCo intends to exercise its rights to acquire compulsorily Econergy Shares in respect of which it has not received valid acceptances
of the Offer and it intends to exercise that right shortly.

    As BidCo has received valid acceptances under the Offer in respect of 84,973,651 Econergy Shares, representing approximately 97.7 per
cent. of the issued share capital of Econergy and the Offer has been declared unconditional in all respects, BidCo intends to procure that
Econergy makes an application to cancel the admission to trading of Econergy Shares on AIM in accordance with Rule 41 of the AIM Rules. It
is expected that such cancellation will occur on or around 25 November 2008.

    Bidco also intends that, after the cancellation of admission to trading referred to above becoming effective, Econergy will be
re-registered either as a private company under the relevant provisions of the Companies Act or as a New Manx Vehicle under the relevant
provisions of the Isle of Man Companies Act 2006. 

    Terms defined in the Offer Document have the same meaning in this announcement.


    Enquiries:

    
 Dresdner Kleinwort(Financial adviser and broker to   Tel: +44 (0)20 7623 8000
 SESA and BidCo)
 Rosalind Hedley-Miller                                                       
 Ben Bailey                                                                   
                                                                              
 Brunswick Group(Financial PR adviser to SESA and     Tel: +44 (0)20 7404 5959
 BidCo)
 Andrew Garfield                                                              

    This announcement is not intended to and does not constitute or form part of an offer to sell or subscribe for or an invitation to
purchase or subscribe for any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the Offer or otherwise,
nor shall there be any sale, issue or transfer of securities referred to in this announcement in any jurisdiction where to do so would be in
contravention of any applicable law. The Offer is being made solely by means of the Offer Document and, in the case of Econergy Shares held
in certificated form, the accompanying Form of Acceptance, which contains the full terms and conditions of the Offer, including details of
how the Offer may be accepted.

    The availability of the Offer to Econergy Shareholders who are not resident in and citizens of the Isle of Man or the United Kingdom may
be affected by the laws of the relevant jurisdictions in which they are located or of which they are citizens. Such persons should inform
themselves of, and observe, any applicable legal or regulatory requirements of their jurisdictions. The Offer is not to be made, directly or
indirectly, in, into or from any jurisdiction where to do so would violate the laws in that jurisdiction. Accordingly, copies of this
announcement and formal documentation relating to the Offer will not be, and must not be, mailed or otherwise forwarded, distributed or sent
in, into or from any jurisdiction where to do so would violate the laws and/or regulations in that jurisdiction unless otherwise determined
by BidCo and subject to any dispensation required by the Panel.

    Dresdner Kleinwort Limited, which is authorised and regulated by the Financial Services Authority, is acting for SESA and BidCo and for
no one else in connection with the Offer and will not be responsible to anyone other than SESA and BidCo for providing the protections
afforded to clients of Dresdner Kleinwort Limited or for affording advice in relation to the Offer or any other matters referred to in this
announcement.



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