Management Offer Update
September 23 2009 - 2:07AM
UK Regulatory
TIDMGSD
RNS Number : 5124Z
Midas Bidco Limited
23 September 2009
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION
FOR IMMEDIATE RELEASE
22 September 2009
Goldshield Management Team: possible offer for Goldshield Group plc
The management team of Goldshield Group plc ("Goldshield"), comprising the
executive directors of Goldshield, Rakesh Patel, Kirti Patel, Ram Swamy and Ajay
Patel, ("the Management Team"), notes the announcement on 21 September 2009 by
Goldshield.
The Management Team can confirm it has secured the backing of investment funds
managed by HGCapital LLP to provide equity funding for any possible offer, has
final credit approval from a consortium of lenders and confirms that any
possible offer will be in excess of 440p per share.
The Management Team continues to urge shareholders to take no action in respect
of the offer by AIT.
This announcement does not constitute an announcement of a firm intention to
make an offer under Rule 2.5 of the Takeover Code and there can be no certainty
that any offer will ultimately be made for Goldshield nor as to the terms and
conditions on which any offer might be made.
+--------------------------------------------------+-------------------------+
| |
+--------------------------------------------------+
| Enquiries: | |
+--------------------------------------------------+-------------------------+
| HGCapital | |
+--------------------------------------------------+-------------------------+
| Lindsay Dibden | Tel: 020 7089 7888 |
| Philipp Schwalber | Tel: 020 7089 7888 |
| | |
+--------------------------------------------------+-------------------------+
| Ernst & Young (Financial Adviser to the | |
| Management Team) | |
+--------------------------------------------------+-------------------------+
| Tim Medak | Tel: 020 7951 2000 |
| Ken Williamson | Tel: 020 7951 2000 |
| | |
+--------------------------------------------------+-------------------------+
| Altium Capital Limited (Broker to the Management | |
| Team) | |
+--------------------------------------------------+-------------------------+
| Stephen Georgiadis | Tel: 0207 484 4040 |
| Tim Richardson | Tel: 0207 484 4040 |
| | |
+--------------------------------------------------+-------------------------+
| Maitland | |
+--------------------------------------------------+-------------------------+
| Neil Bennett | Tel: 020 7379 5151 |
| | |
+--------------------------------------------------+-------------------------+
| Enquiries: | |
+--------------------------------------------------+-------------------------+
| HGCapital | |
+--------------------------------------------------+-------------------------+
| Lindsay Dibden | Tel: 020 7089 7888 |
| Philipp Schwalber | Tel: 020 7089 7888 |
| | |
+--------------------------------------------------+-------------------------+
| Ernst & Young (Financial Adviser to the | |
| Management Team) | |
+--------------------------------------------------+-------------------------+
| Tim Medak | Tel: 020 7951 2000 |
| Ken Williamson | Tel: 020 7951 2000 |
| | |
+--------------------------------------------------+-------------------------+
| Altium Capital Limited (Broker to the Management | |
| Team) | |
+--------------------------------------------------+-------------------------+
| Stephen Georgiadis | Tel: 0207 484 4040 |
| Tim Richardson | Tel: 0207 484 4040 |
| | |
+--------------------------------------------------+-------------------------+
| Maitland | |
+--------------------------------------------------+-------------------------+
| Neil Bennett | Tel: 020 7379 5151 |
| | |
+--------------------------------------------------+-------------------------+
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 Goldshield, all "dealings" in any
"relevant securities" of that 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 Goldshield 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 Goldshield by the Management Team or Goldshield, 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
http://www.thetakeoverpanel.org.uk/new/.
"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.
Ernst & Young LLP, which is authorised and regulated in the United Kingdom by
the Financial Services Authority, is acting exclusively for the Management Team
and no one else in connection with subject matter of this announcement and will
not be responsible to anyone other than the Management Team and for providing
the protections afforded to the clients of Ernst & Young LLP, or for giving
advice in relation to the subject matter of this announcement.
Altium Capital Limited, which is authorised and regulated in the United Kingdom
by the Financial Services Authority, is acting exclusively for the Management
Team and no one else in connection with subject matter of this announcement and
will not be responsible to anyone other than the Management Team and for
providing the protections afforded to the clients of Altium Capital Limited, or
for giving advice in relation to the subject matter of this announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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