TIDMHRO

RNS Number : 3716Q

Berjaya Philippines Inc

11 October 2013

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 SECURITIES LAWS OF SUCH JURISDICTION

11 October 2013

INCREASED MANDATORY CASH OFFER

BY

BERJAYA PHILIPPINES INC ("BPI")

FOR

H.R. OWEN PLC ("H.R. OWEN")

OFFER CLOSED

Introduction

On 29 July 2013, BPI made a cash offer to acquire the entire issued and to be issued share capital of H.R. Owen, not already held by it, at an offer price of 130 pence per Share (the "Offer"). The Offer was by way of an offer document posted to Shareholders on 29 July 2013 as supplemented by the supplementary offer document published on 6 August 2013 (the "Original Offer Document").

On 12 September 2013 BPI announced an acquisition of 2,350,000 Shares at 170 pence per Share, thereby triggering a mandatory offer for H.R. Owen ("Increased Mandatory Cash Offer") and BPI posted to Shareholders a revised offer document ("Increased Mandatory Cash Offer Document").

On 13 September 2013, the board of H.R. Owen recommended that Shareholders accept the Increased Mandatory Cash Offer, as the directors intended to do in respect of their own and their connected persons' beneficial holdings.

On 23 September 2013, the Offer was declared wholly unconditional with BPI being the beneficial owner of over 50 per cent. of the issued share capital of H.R. Owen and on 24 September 2013 BPI confirmed that the Offer will remain open for acceptance until 1.00 p.m. on 11 October 2013.

Accordingly, BPI declares that the Offer has now closed is therefore no longer open for acceptances.

Level of Acceptances

As announced earlier today, H.R. Owen's issued share capital comprises 25,044,854 Shares with no Shares held in treasury.

BPI announces that, as at 1.00 p.m. on 11 October 2013, valid acceptances in relation to the Offer had been received as follows:

Number of valid acceptances received:

   in relation to the Offer                             5,980,566          23.9% 
   BPI shareholding in H.R. Owen               7,039,127          28.1% 
   Shares purchased and settled by BPI      4,445,992          17.8% 
   TOTAL                                                  17,465,685        69.7% 

The purchases above include the purchase of 244,200 Shares from Nick Lancaster who is a person acting in concert with BPI.

The acceptances above include acceptances from certain directors and employees of the H.R. Owen group who were awarded Shares under the H.R. Owen 2012 Long Term Incentive Plan and acceptances from certain directors and employees of the H.R. Owen group who exercised share option awards under H.R. Owen's 2001 Share Option Plan.

Settlement

As set out in paragraph 16 of the letter from BPI in the Increased Mandatory Cash Offer Document, cash consideration has been dispatched in respect of valid acceptances received as at 23 September 2013, being the date on which the Offer was declared wholly unconditional. Cash consideration will be paid in respect of valid acceptances received after 23 September 2013 but before 1.00 p.m. on 11 October 2013 within 14 days of the receipt of such valid acceptances.

Publication on website

In accordance with Rule 30.4 of the Code, a copy of this announcement will be available, subject to certain restrictions in relation to persons resident in Restricted Jurisdictions, on the Offeror's website www.bcor.com.ph by no later than 12 noon on the Business Day following the date of this announcement. Neither the contents of the Offeror's website, nor the content of any other website accessible from hyperlinks on the Offeror's website, is incorporated into or forms part of this announcement.

You may request a hard copy of this announcement by contacting Arden Partners during business hours on +44(0)20-7614-5917. It is important that you note that unless you make such a request and save as otherwise required by Rule 2.12 of the Code, a hard copy of this announcement will not be sent to you.

General

Terms used in this announcement have the same meaning as in the Original Offer Document, unless stated otherwise.

Enquiries

Arden Partners (Financial adviser to the Offeror)

Richard Day / Adrian Trimmings 020 7614 5900

This information is provided by RNS

The company news service from the London Stock Exchange

END

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