Pochin's PLC Statement re Possible Offer (0951V)
09 Dezember 2013 - 6:15PM
UK Regulatory
TIDMPCH
RNS Number : 0951V
Pochin's PLC
09 December 2013
Pochin's PLC
("Pochin's" or the "Company")
Commencement of Offer Period and Rule 2.10 announcement
The Board of Pochin's notes the movement in the share price. The
Board can confirm that it has received an approach from James
Nicholson, Property Development Director, and the members of the
Cedric Pochin concert party (together "the Potential Offeror") that
may or may not lead to a cash offer with a share alternative being
made for the Company. There can be no certainty that an offer will
be made for the Company, nor as to the terms on which an offer may
be made.
The indicative offer received is below the closing mid-market
price of a Pochin's share of 41p on 6 December 2013.
Rule 2.6(a) of the City Code on Takeovers and Mergers (the
"Takeover Code"), requires that the Potential Offeror, by not later
than 5.00 p.m. on 6 January 2014 (the "relevant deadline"), either
announces a firm intention to make an offer for Pochin's in
accordance with Rule 2.7 of the Takeover Code or announces that it
does not intend to make an offer, in which case the announcement
will be treated as a statement to which Rule 2.8 of the Takeover
Code applies.
The relevant deadline will cease to apply to the Potential
Offeror if another offeror announces, prior to the relevant
deadline, a firm intention to make an offer for Pochin's. In such
circumstances, the Potential Offeror will be required to clarify
its intentions in accordance with Rule 2.6(d) of the Takeover
Code.
This is an announcement falling under Rule 2.4 of the Takeover
Code and does not constitute an announcement of a firm intention to
make an offer under Rule 2.7 of the Takeover Code. There can be no
certainty that an offer will be made nor as to the terms on which
any offer might be made.
A further announcement will be made as and when appropriate.
This announcement has been made with the approval of the
Potential Offeror.
Rule 2.10
In accordance with Rule 2.10 of the Takeover Code, the Company
confirms that it has 20,800,000 ordinary shares of 25 pence each in
issue. The ISIN reference for these securities is GB0006926017.
Contact:
Pochin's PLC
John Moss, Chief Executive
Nigel Rawlings, Finance
Director 01606 833 333
SPARK Advisory Partners
Limited
Miriam Greenwood 0203 368 3553
Sean Wyndham-Quin 0113 366 2270
Mark Brady 0113 366 2268
SPARK Advisory Partners Limited which is regulated in the United
Kingdom by The Financial Conduct Authority is acting for the
Company in relation to the matters described in this announcement
and is not advising any other person, and accordingly will not be
responsible to anyone other than the Company for providing the
protections afforded to customers of SPARK Advisory Partners
Limited or for providing advice in relation to the matters
described in this announcement.
The directors of Pochin's accept responsibility for the
information contained in this announcement. To the best of their
knowledge and belief (having taken all reasonable care to ensure
that such is the case), the information contained in this
announcement for which they are responsible is in accordance with
the facts and does not omit anything likely to affect the import of
such information.
Disclosure requirements of the Takeover Code (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.
A copy of this announcement will be made available (subject to
certain restrictions relating to persons resident in restricted
jurisdictions)
http://www.pochins.plc.uk/investor-relations/announcements by no
later than 12 noon (London time) on 10 December 2013, being the
date following the date of this announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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