Bentley Park (UK) Limited Offer Update
August 13 2015 - 8:29AM
UK Regulatory
TIDMINSC
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 OR
REGULATIONS OF SUCH JURISDICTION
13 AUGUST 2015
RECOMMENDED INCREASED OFFER FOR INSPIRED CAPITAL PLC BY BENTLEY
PARK (UK) LIMITED
NOTICE OF COMPULSORY ACQUISITION
On 25 June 2015, Bentley Park (UK) Limited ("Bentley") published
an offer document setting out the terms and conditions of a cash
offer for the entire issued and to be issued ordinary share capital
of Inspired Capital plc ("Inspired Capital") not already owned, or
agreed to be acquired, by Bentley at a price of 20 pence per
Inspired Capital Share, to be implemented by means of a takeover
offer within the meaning of Part 28 of the Companies Act 2006 (the
"Offer") (the "Offer Document").
On 9 July 2015, the board of Bentley and the Board of Inspired
Capital announced a recommended increased offer (the "Recommended
Increased Offer") at a price of 21.5 pence per Inspired Capital
Share which was made by means of a revised offer document published
on 13 July 2015 (the "Recommended Increased Offer Document").
On 28 July 2015, Bentley announced that the Recommended
Increased Offer was unconditional in all respects having received
valid acceptances in respect of 91.68 per cent. of the Inspired
Capital Shares to which the Recommended Increased Offer relates and
having acquired, or agreed to acquire, 93.11 per cent. of the total
ordinary share capital of Inspired Capital in issue outside of
treasury at that time.
Bentley announces that it is exercising its right under section
979 of the Companies Act 2006 to compulsorily acquire any Inspired
Capital Shares that have not been assented to the Recommended
Increased Offer, and compulsory acquisition notices are being sent
to the relevant Inspired Capital Shareholders today.
Inspired Capital Shareholders may still accept the Recommended
Increased Offer, which remains open for acceptance until further
notice, in accordance with the procedure for acceptance set out in
the Recommended Increased Offer Document.
Terms used but not defined in this announcement shall have the
meaning given to them in the Recommended Increased Offer
Document.
Enquiries:
Dickson Minto W.S.
Financial adviser to Bentley
Douglas Armstrong
Duncan Christison
Tel: +44(0) 20 7628 4455
Dickson Minto W.S., which is authorised and regulated in the
United Kingdom by the Financial Conduct Authority, is acting as
financial adviser exclusively for Bentley and for no-one else in
connection with the matters referred to in this announcement and
will not regard any other person as its client in relation to such
matters and will not be responsible to anyone other than Bentley
for providing the protections afforded to clients of Dickson Minto
W.S., nor for providing advice in relation to any matter referred
to in this announcement.
This announcement is for information purposes only. It is not
intended to and does not constitute, or form part of, an offer or
invitation or the solicitation of any offer to sell or purchase any
securities or the solicitation of any offer to otherwise acquire,
subscribe for, sell or otherwise dispose of any security pursuant
to the Recommended Increased Offer or otherwise. The Recommended
Increased Offer is being made solely by means of the Recommended
Increased Offer Document and, in respect of Inspired Capital Shares
held in certificated form, the Form of Acceptance, which contain
the full terms and conditions of the Recommended Increased Offer,
including details of how the Recommended Increased Offer may be
accepted. Any decision in respect of, or other response to, the
Recommended Increased Offer should be made only on the basis of the
information contained in those documents.
This announcement does not constitute a prospectus or prospectus
equivalent document.
View source version on businesswire.com:
http://www.businesswire.com/news/home/20150813005738/en/
This information is provided by Business Wire
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