TIDMRAB

RNS Number : 4458N

RAB Capital plc

01 September 2011

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM THE UNITED STATES, CANADA, JAPAN, AUSTRALIA OR ANY JURISDICTION WHERE TO DO THE SAME WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION

1 September 2011

RAB CAPITAL PLC

(the "Company" or "RAB")

COURT CONFIRMATION OF CAPITAL REDUCTION

The Company is pleased to announce that, following the Court sanctioning the Scheme of Arrangement on 30 August 2011, as set out in the Scheme Document sent to RAB Shareholders on 15 July 2011, the Court today granted an order confirming the Capital Reduction provided for by the Scheme.

The Scheme will become effective on the delivery by RAB to the Registrar of Companies of a copy of the Reduction Court Order and the registration of the Reduction Court Order by the Registrar of Companies. It is expected that the Scheme will become effective tomorrow, 2 September 2011.

The admission of RAB shares to AIM will be cancelled with effect from 7.00 am on 2 September 2011.

The latest date for the payment of cash consideration by cheque or through CREST, and the latest date for the dispatch of RAB Capital Holdings Share certificates to Scheme Shareholders who have elected for the RAB Capital Holdings Share Alternative, will be 14 days after the Scheme becomes effective.

All definitions contained herein are as set out in the Scheme Document.

Enquiries:

 
 RAB 
  Charles Kirwan-Taylor, Chief Executive 
  Adam Grant, Finance Director                             020 7389 7000 
 Macquarie Capital (Europe) Ltd 
  Nominated Adviser and Rule 3 Adviser to RAB 
  Steve Baldwin, Jonny Franklin-Adams, Nicholas Harland    020 3037 5231 
 Peel Hunt LLP 
  Financial Adviser to RAB and RAB Capital Holdings 
  James Britton, Emma Riza                                 020 7418 8900 
 M: Communications 
  Financial PR 
  Charlotte Kirkham, Kate Ruck Keene                       020 7920 2322

Macquarie Capital (Europe) Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for RAB and the Independent Directors and no one else in connection with the Proposals and will not be responsible to anyone other than the Company or the Independent Directors for providing the protections afforded to its clients nor for providing advice in relation to the Proposals or any other matters referred to in this announcement.

Peel Hunt LLP, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for RAB and RAB Capital Holidngs and no one else in connection with the Proposals and will not be responsible to anyone other than RAB Capital Holdings or the Company for providing protections afforded to its clients nor for providing advice in relation to the Proposals or any other matters referred to in this announcement.

Disclosure requirements

Under Rule 8.3(a) of the Code, any person who is, or becomes, "interested" in (directly or indirectly) one per cent. 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" by a person to whom Rule 8.3(a) applies 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 10(th) 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 one per cent. 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.

Capitalised terms under this heading 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 make a disclosure under Rule 8, you should consult the Panel.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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