Statement re Possible Offer
September 14 2009 - 8:30AM
UK Regulatory
TIDMGSD
RNS Number : 0144Z
Goldshield Group plc
14 September 2009
Response to statement from AIT
Goldshield (the "Company") notes the announcement made this morning by AIT
Investments ("AIT") concerning a possible offer for the Company and confirms
discussions are being held with AIT. There can be no certainty that any offer
will be made or the terms and condition of any such offer. A further
announcement will be made in due course. In the meantime, shareholders are
advised to take no action.
Further information:
Gleacher Shacklock LLP
Kieran Murphy
Angus Russell
Tel: 020 7484 1150
Numis Securities Ltd
Michael Meade
Oliver Cardigan
Tel: 020 7260 1000
City Profile Group
Jonathan Gillen
William Attwell
Tel: 020 7448 3244
Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if any
person is, or becomes, "interested" (directly or indirectly) in 1% or more of
any class of "relevant securities" of the Company all "dealings" in any
"relevant securities" of the Company (including by means of an option in respect
of, or a derivative referenced to, any such "relevant securities") must be
publicly disclosed by no later than 3.30 pm (London time) on the London business
day following the date of the relevant transaction. This requirement will
continue until the date on which the offer becomes, or is declared,
unconditional as to acceptances, lapses or is otherwise withdrawn or on which
the "offer period" otherwise ends. If two or more persons act together pursuant
to an agreement or understanding, whether formal or informal, to acquire an
"interest" in "relevant securities" of the Company, they will be deemed to be a
single person for the purpose of Rule 8.3.
Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant
securities" of the Company by AIT or any other potential offeror or the Company,
or by any of their respective "associates", must be disclosed by no later than
12.00 noon (London time) on the London 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, and the number of such securities in
issue, can be found on the Takeover Panel's website at
www.thetakeoverpanel.org.uk.
"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 Code, which can also be found on the
Panel's website. If you are in any doubt as to whether or not you are required
to disclose a "dealing" under Rule 8, you should consult the Panel.
Gleacher Shacklock, which is authorised and regulated in the United Kingdom by
the Financial Services Authority, is acting exclusively for the Company and no
one else in connection with any offer and will not be responsible to anyone
other than Company for providing the protections afforded to clients of Gleacher
Shacklock or for providing advice in relation to any offer or for the contents
of this announcement.
Numis Securities, which is authorised and regulated in the United Kingdom by the
Financial Services Authority, is acting exclusively for the Company and no one
else in connection with any offer and will not be responsible to anyone other
than Company for providing the protections afforded to clients of Numis
Securities or for providing advice in relation to any offer or for the contents
of this announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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