TIDMBBSN TIDMZIN
RNS Number : 5678F
Brave Bison Group PLC
18 May 2017
Replacement version - This version replaces the original
version, RNS number 5504F, released today at 11:19am. The only
change from the original version is that the International
Securities Identification Number has been corrected to
GB00BF8HJ774. All other information remains unchanged.
FOR IMMEDIATE RELEASE
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART
IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT
JURISDICTION.
This is an announcement falling under Rule 2.4 of the City Code
on Takeovers and Mergers (the "Code") and does not constitute an
announcement of a firm intention to make an offer under Rule 2.7 of
the Code. There can be no certainty that an offer will be made nor
as to the terms on which any offer might be made.
18 May 2017
Brave Bison Group plc ("Brave Bison" or "the Company")
Statement re press speculation
The boards of Brave Bison and Zinc Media Group plc ("Zinc
Media") note today's press speculation concerning a possible
combination between Brave Bison and Zinc Media. The Company
confirms that following an approach by Zinc Media they have held
preliminary discussions with Zinc Media in relation to the
possibility of a combination of Brave Bison and Zinc Media.
No formal proposal has been made at this time and there can be
no guarantee that one will be forthcoming nor as to the terms on
which any combination might be made.
Consequently, as required by Rule 2.6(a) of the Code, Zinc Media
is required, by not later than 5.00 p.m. on 15 June 2017, either to
announce a firm intention to make an offer for Brave Bison in
accordance with Rule 2.7 of the Code or announce that it does not
intend to make such an offer, in which case the announcement will
be treated as a statement to which Rule 2.8 of the Code applies.
This deadline may be extended with the consent of the Panel in
accordance with Rule 2.6(c) of the Code. If Zinc Media announces
that it does not intend to make an offer for Brave Bison, Zinc
Media and any person(s) acting in concert with it will, except with
the consent of the Panel, be bound by the restrictions contained in
Rule 2.8 of the Code for six months from the date of such
announcement.
For the purposes of note 3 on Rule 2.5 of the Code this
announcement has been made with the consent of Brave Bison and Zinc
Media.
A summary is set out below of the dealing disclosure
requirements under the Code, which require action by holders
(whether directly or indirectly) of more than 1 per cent. of Brave
Bison's and of Zinc Media's issued share capital.
In accordance with Rule 26.1 of the Code a copy of this
announcement will be available at both www.bravebison.io and
www.zincmedia.com. The content of the websites referred to in this
announcement are not incorporated into and do not form part of this
announcement.
For further information, contact:
Brave Bison Group plc via FTI Consulting
Sir Robin Miller (Chairman)
Kevin Deeley (Chief Operating and Finance Officer)
Zinc Media Group plc Tel +44 (0) 207 878 2311
Peter Bertram (Chairman)
David Galan (Chief Operating and Financial Officer)
Stockdale Securities (Financial adviser to Brave Bison) Tel +44 (0) 207 601 6100
Richard Johnson, Andy Crossley, Ed Thomas
N+1 Singer (Financial adviser to Zinc Media) Tel +44 (0) 207 496
3000
Shaun Dobson / Lauren Kettle
FTI Consulting (PR adviser to Brave Bison) Tel +44 (0) 203 727
1000
Rob Mindell / Charles Palmer
Stockdale Securities Limited, which is authorised and regulated
in the United Kingdom by the Financial Conduct Authority, is acting
exclusively for Brave Bison and for no one else in connection with
the subject matter of this announcement and will not be responsible
to anyone other than Brave Bison for providing the protections
afforded to its clients or for providing advice in connection with
the subject matter of this announcement or any transaction or
arrangement referred to herein. Neither Stockdale Securities
Limited, nor any of its subsidiaries, branches or affiliates owes
or accepts any duty, liability or responsibility whatsoever
(whether direct or indirect, whether in contract, in tort, under
statute or otherwise) to any person who is not a client of
Stockdale Securities Limited in connection with the subject matter
of this announcement.
Nplus1 Singer Advisory LLP, which is authorised and regulated in
the United Kingdom by the Financial Conduct Authority, is acting
exclusively for Zinc Media and for no one else in connection with
the subject matter of this announcement and will not be responsible
to anyone other than Zinc Media for providing the protections
afforded to its clients or for providing advice in connection with
the subject matter of this announcement. Neither Nplus1 Singer
Advisory LLP, nor any of its subsidiaries, branches or affiliates
owes or accepts any duty, liability or responsibility whatsoever
(whether direct or indirect, whether in contract, in tort, under
statute or otherwise) to any person who is not a client of Nplus1
Singer Advisory LLP in connection with the subject matter of this
announcement.
Rule 2.9
Pursuant to Rule 2.9 of the Code, Brave Bison confirms that,
there are currently 571,778,124 ordinary shares of 0.1 pence each
in issue in the Company, with International Securities
Identification Number GB00BF8HJ774.
Disclosure requirements of the Code:
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 securities exchange 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
securities exchange 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
securities exchange 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 securities exchange offeror is first
identified. Relevant persons who deal in the relevant securities of
the offeree company or of a securities exchange 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 securities exchange offeror must make a
Dealing Disclosure if the person deals in any relevant securities
of the offeree company or of any securities exchange 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 securities exchange 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
securities exchange 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. You should contact the Panel's Market Surveillance Unit
on +44 (0)20 7638 0129 if you are in any doubt as to whether you
are required to make an Opening Position Disclosure or a Dealing
Disclosure.
This information is provided by RNS
The company news service from the London Stock Exchange
END
SPCSFSFEAFWSESI
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