Rule 2.10 Announcement (6393B)
February 22 2011 - 5:14AM
UK Regulatory
TIDMPSK
RNS Number : 6393B
ProStrakan Group plc
22 February 2011
22 February 2011
ProStrakan Group plc ("ProStrakan" or the "Company")
Rule 2.10 Announcement
In accordance with Rule 2.10 of the City Code on Takeovers and
Mergers, ProStrakan announces that it has issued 2,074,151 ordinary
shares of 5 pence each ("Ordinary Shares"). Accordingly, the issued
share capital of ProStrakan comprises 204,385,231 Ordinary
Shares.
The ISIN for the Ordinary Shares is GB00B09STF21.
Contacts:
ProStrakan
+44(0) 1896 664000
Peter Allen, Chairman and Acting Chief Executive
Allan Watson, Chief Financial Officer
Callum Spreng, Corporate Communications
J.P. Morgan Cazenove
Financial Adviser and Joint Broker
+44 (0) 20 7588 2828
John Muncey/Gina Gibson
Numis
Joint Broker
+44 (0) 20 7260 1000
Michael Meade/James Black
Brunswick
+44(0) 20 7404 5959
Jon Coles / Justine McIlroy
Further information
J.P. Morgan plc, which conducts its UK investment banking
business as J.P. Morgan Cazenove and is authorised and regulated in
the United Kingdom by the Financial Services Authority, is acting
for ProStrakan and for no one else in connection with the matters
set out in this announcement and will not be responsible to anyone
other than ProStrakan for providing the protections afforded to
clients of J.P. Morgan plc or for providing advice in relation to
the matters set out in this announcement.
Numis Securities Limited, which is authorised and regulated in
the United Kingdom by the Financial Services Authority, is acting
for ProStrakan and for no one else in connection with the matters
set out in this announcement and will not be responsible to anyone
other than ProStrakan for providing the protections afforded to
clients of Numis Securities Limited or for providing advice in
relation to the matters set out in this announcement.
This announcement is not intended to, and does not, constitute
or form part of any offer, invitation or the solicitation of an
offer to purchase, otherwise acquire, subscribe for, sell or
otherwise dispose of, any securities, or the solicitation of any
vote or approval in any jurisdiction. Any offer (if made) will be
made solely by certain offer documentation which will contain the
full terms and conditions of any offer (if made). This announcement
has been prepared in accordance with English law and the UK City
Code on Takeovers and Mergers (the "Code") and information
disclosed may not be the same as that which would have been
prepared in accordance with the laws of jurisdictions outside of
the United Kingdom.
The release, distribution or publication of this announcement in
jurisdictions other than the UK may be restricted by law and
therefore any persons who are subject to the laws of any
jurisdiction other than the UK should inform themselves about and
observe any applicable requirements.
Dealing Disclosure Requirements
Following the announcement made on Monday, 15 November 2010 that
the Company is in an offer period for the purposes of the Takeover
Code, the Company is required to restate the following:
Under Rule 8.3(a) of the Code, any person who is interested in
1% or more of any class of relevant securities of an offeree
company or of any paper offeror (being any offeror other than an
offeror in respect of which it has been announced that its offer
is, or is likely to be, solely in cash) must make an Opening
Position Disclosure following the commencement of the offer period
and, if later, following the announcement in which any paper
offeror is first identified. An Opening Position Disclosure must
contain details of the person's interests and short positions in,
and rights to subscribe for, any relevant securities of each of (i)
the offeree company and (ii) any paper offeror(s). An Opening
Position Disclosure by a person to whom Rule 8.3(a) applies must be
made by no later than 3.30 pm (London time) on the 10th business
day following the commencement of the offer period and, if
appropriate, by no later than 3.30 pm (London time) on the 10th
business day following the announcement in which any paper offeror
is first identified. Relevant persons who deal in the relevant
securities of the offeree company or of a paper offeror prior to
the deadline for making an Opening Position Disclosure must instead
make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes,
interested in 1% or more of any class of relevant securities of the
offeree company or of any paper offeror must make a Dealing
Disclosure if the person deals in any relevant securities of the
offeree company or of any paper offeror. A Dealing Disclosure must
contain details of the dealing concerned and of the person's
interests and short positions in, and rights to subscribe for, any
relevant securities of each of (i) the offeree company and (ii) any
paper offeror, save to the extent that these details have
previously been disclosed under Rule 8. A Dealing Disclosure by a
person to whom Rule 8.3(b) applies must be made by no later than
3.30 pm (London time) on the business day following the date of the
relevant dealing.
If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire or control an
interest in relevant securities of an offeree company or a paper
offeror, they will be deemed to be a single person for the purpose
of Rule 8.3.
Opening Position Disclosures must also be made by the offeree
company and by any offeror and Dealing Disclosures must also be
made by the offeree company, by any offeror and by any persons
acting in concert with any of them (see Rules 8.1, 8.2 and
8.4).
Details of the offeree and offeror companies in respect of whose
relevant securities Opening Position Disclosures and Dealing
Disclosures must be made can be found in the Disclosure Table on
the Takeover Panel's website at www.thetakeoverpanel.org.uk,
including details of the number of relevant securities in issue,
when the offer period commenced and when any offeror was first
identified. If you are in any doubt as to whether you are required
to make an Opening Position Disclosure or a Dealing Disclosure, you
should contact the Panel's Market Surveillance Unit on +44 (0)20
7638 0129.
A copy of this announcement will be available on ProStrakan's
website at http://www.prostrakan.com by no later than 12 noon
(London time) on 22 February 2010.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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