TIN Tinopolis

    RNS Number : 3944W
  Tinopolis PLC
  10 June 2008
   
    Tinopolis PLC
    10 June 2008

    NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY
OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DO SO

    Tinopolis PLC ("Tinopolis" or "the Company")

    Announcement of intention to delist

    In accordance with AIM Rule 41, the board of Tinopolis announces that subject to Scheme Shareholders voting to approve the Scheme at the
Court Meeting, and subject to Tinopolis Shareholders voting in favour of the Resolutions proposed in the notice of the General Meeting at
the General Meeting, both of which are to be held on 16 June 2008, the Company expects the following timetable for the Court Hearings and
suspension and cancellation of listing of Tinopolis Shares to be followed:

 Scheme Court Hearing Date                            7 July 2008
 Last day of dealings in, and for registration and    8 July 2008
 disablement in CREST of transfers of, Tinopolis
 Shares
 Dealings in Tinopolis Shares suspended               5.00 p.m. on 8 July
                                                      2008
 Scheme Record Time                                   6.00 p.m. on 8 July
                                                      2008
 Reduction Court Hearing Date                         9 July 2008
 Effective Date of the Scheme                         10 July 2008
 Cancellation of listing of Tinopolis Shares          10 July 2008
 Latest date for dispatch of cheques and settlement   24 July
 through CREST
    
Terms used in this announcement shall have the same meanings as set out in the Scheme Document posted to Tinopolis Shareholders on 23 May
2008.


    ENQUIRIES: 

    Tinopolis                Tel: 0155 488 0880
    Ron Jones
    Arwel Rees

    Investec                Tel: 020 7597 5970
    Martin Smith
    Alex Thomas



    KPMG Corporate Finance, a division of KPMG LLP which is authorised and regulated by the Financial Services Authority for investment
business activities, is acting for Bidco as financial adviser in relation to the potential Acquisition and is not acting for any other
person in relation to the potential Acquisition. KPMG Corporate Finance will not be responsible to anyone other than Bidco for providing the
protections afforded to its clients or for providing advice in relation to the contents of this announcement or any offer or arrangements
referred to herein.

    Investec which is authorised and regulated by the Financial Services Authority is acting exclusively for Tinopolis and no-one else as
financial adviser in relation to the potential Acquisition. Investec will not be responsible to anyone other than Tinopolis for providing
the protections afforded to its clients or for providing advice in relation to the contents of this announcement or any offer or
arrangements referred to herein.

    The availability of the Acquisition or the distribution of this announcement to persons who are not resident in the United Kingdom may
be affected by the laws of the relevant jurisdictions in which they are located. Persons who are not resident in the United Kingdom should
inform themselves of, and observe, any applicable requirements. Any failure to comply with these restrictions may constitute a violation of
the securities laws of any such jurisdiction.

    The Acquisition will not be made available, directly or indirectly, in or into the United States or by use of the mails of, or by any
means or instrumentality (including, without limitation, facsimile or other electronic transmission, telex or telephone) of inter-state or
foreign commerce of, or any facility of, a national, state or other securities exchange of, the United States, nor will it be made available
directly or indirectly in or into Canada, Australia or Japan and no person may vote in favour of the Acquisition by any such use, means,
instrumentality or facility or from within the United States, Canada, Australia or Japan or any other such jurisdiction if to do so would
constitute a violation of the relevant laws of such jurisdiction. Accordingly, copies of this announcement, the Scheme Document and the
Forms of Proxy are not being, will not be and must not be mailed or otherwise forwarded, distributed or sent in, into or from the United
States, Canada, Australia or Japan or any other such jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction and persons receiving this press announcement,
the Scheme Document and the Forms of Proxy (including without limitation custodians, nominees and trustees) must not mail, forward,
distribute or send them in, into or from the United States, Canada, Australia or Japan or any other such jurisdiction if to do so would
constitute a violation of the relevant laws of such jurisdiction

    The Acquisition will be subject to the applicable rules and regulations of the London Stock Exchange and the City Code. 

    Cautionary note regarding forward looking statements

    This document contains certain forward-looking statements with respect to the financial condition, results of operations and business of
Tinopolis, the Acquisition and/or certain plans and objectives of the boards of Tinopolis and Bidco with respect thereto. These
forward-looking statements can be identified by the fact that they do not relate only to historical or current facts. Forward-looking
statements often use words such as "anticipate", "target", "expect", "estimate", "intend", "plan", "goal", "believe", "will", "may",
"should", "would", "could", or other words of similar meaning. These statements are based on assumptions and assessments made by the boards
of Tinopolis and Bidco in light of their experience and their perception of historical trends, current conditions, expected future
developments and other factors they believe appropriate. By their nature, forward-looking statements involve risk and uncertainty, because
they relate to events and depend on circumstances that will occur in the future and the factors described in the context of such forward-looking statements in this document could cause actual results and developments
to differ materially from those expressed in or implied by such forward-looking statements. Although Tinopolis and Bidco believe that the
expectations reflected in such forward-looking statements are reasonable, Tinopolis and Bidco can give no assurance that such expectations
will prove to have been correct and Tinopolis and Bidco therefore caution you not to place undue reliance on these forward-looking
statements which speak only as at the date of this document.  

    Dealing disclosure requirements

    Under the provisions of Rule 8.3 of the City Code if any person is, or becomes, ''interested'' (directly or indirectly) in one per cent.
or more of any class of ''relevant securities'' of Tinopolis, all ''dealings'' in any ''relevant securities'' of Tinopolis (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 p.m. (London time) on the business day following the date of the relevant transaction. This requirement will continue until the
date on which an 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 Tinopolis, 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 City Code, all ''dealings'' in ''relevant securities'' of Tinopolis by Bidco, or by any of their
respective ''associates'', must be disclosed by no later than 12.00 noon (London time) on the 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 Panel website at www.thetakeoverpanel.org.uk.

    ''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 quotations marks are defined in the City Code, which can also be found on the Panel's website at www.thetakeoverpanel.org.uk.
If you are in any doubt as to the application of Rule 8 to you or whether or not you are required to disclose a ''dealing'' 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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