PON Psion

TIDMPON

RNS Number : 3771N

Motorola Solutions, Inc.

27 September 2012

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION

FOR IMMEDIATE RELEASE

27 September 2012

RECOMMENDED CASH OFFER

by

MOTOROLA SOLUTIONS, INC. ("MOTOROLA SOLUTIONS")

for

PSION PLC ("PSION")

SATISFACTION OF UK ANTITRUST CONDITION

Introduction

On 15 June 2012 Motorola Solutions and Psion announced that they had agreed on the terms of a recommended cash offer to be made by Motorola Solutions to acquire the entire issued and to be issued share capital of Psion (the "Offer"). The full terms and conditions of the Offer and the procedures for acceptance were set out in the offer document issued by Motorola Solutions on 12 July 2012 (the "Offer Document").

On 13 September 2012, Motorola Solutions announced that the Offer had been extended until 1.00 p.m. on 28 September 2012.

Terms used in this announcement have the meanings given to them in the Offer Document unless stated otherwise. All references to time in this announcement are to London time.

UK Antitrust Condition

Motorola Solutions notes the announcement earlier today by the Office of Fair Trading confirming that it does not intend to refer the Acquisition or any matters arising therefrom to the Competition Commission.

As a result, condition (c)(i) as set out in Part A of Appendix I to the Offer Document has now been satisfied.

Motorola Solutions has previously announced the satisfaction of Antitrust Conditions in relation to Germany, Portugal and Canada. Accordingly, Motorola Solutions is pleased to announce that all Antitrust Conditions are now satisfied.

To accept the Offer

The Offer, which remains subject to the other terms and conditions set out in the Offer Document, remains open for acceptance until the next closing date which is 1.00 p.m. tomorrow.

Psion Shareholders who have not yet accepted the Offer are urged to do so by the following deadlines:

-- If you are a holder of Psion Shares in certificated form, you should complete and return the Form of Acceptance, which accompanied the Offer Document, together with your original share certificates or other documents of title, to the Receiving Agent as soon as possible so it is received no later than 1.00 p.m. tomorrow.

-- If you are a holder of Psion Shares in uncertificated form, that is, in CREST, your Electronic Acceptance should be made and settled, in accordance with the instructions set out in the Offer Document, as soon as possible and, in any event, no later than 1.00 p.m. tomorrow.

Further information

Psion Shareholders are advised to be very wary of any unsolicited advice, offers to buy shares or any other correspondence in connection with the Offer that does not originate from Motorola Solutions, Psion, the Receiving Agent or Psion Shareholders' own stockbrokers.

A copy of this announcement will be made available free of charge, subject to certain restrictions relating to persons resident in Restricted Jurisdictions, on Motorola Solutions' website at www.motorolasolutions.com/disclosure and Psion's website at http://investorrelations.psion.com by no later than 12 noon tomorrow.

Enquiries:

 
 Motorola Solutions                                                             Tel: +1 847 576 2462 
  Nicholas Sweers (Public Relations)                                             Tel: +44 (0)1256 484 201 
  Simon Craddock (Public Relations)                                              Tel: +1 847 576 6899 
  Shep Dunlap (Investor Relations) 
 Goldman Sachs International (financial adviser to Motorola Solutions)         Tel: +44 (0) 20 7774 1000 
  Mark Sorrell 
  Adrian Beidas 
 Psion                                                                         Tel: +44 (0) 20 7025 6860 
  John Conoley - CEO 
  Adrian Colman - CFO 
 Canaccord Genuity Hawkpoint (financial adviser and Rule 3 adviser to Psion)   Tel: +44 (0) 20 7665 4500 
  Simon Russell 
  Alex Ballantine 
 Canaccord Genuity (broker to Psion)                                           Tel: +44 (0) 20 7523 8000 
  Erik Anderson 
  Emma Gabriel 
 Buchanan Communications                                                       Tel: +44 (0) 20 7466 5000 
  Charles Ryland                                                                Email: psion@buchanan.uk.com 
  Suzanne Brocks 
  Louise Hadcocks 
 

Goldman Sachs International, which is authorised and regulated in the United Kingdom by the FSA, is acting exclusively for Motorola Solutions and no one else in connection with the Offer and will not be responsible to anyone other than Motorola Solutions for providing the protections afforded to clients of Goldman Sachs International nor for giving advice in relation to the Offer or any matter or arrangement referred to in this announcement.

Canaccord Genuity Hawkpoint Limited, which is authorised and regulated in the United Kingdom by the FSA, is acting exclusively for Psion plc and no one else in connection with the Offer and will not be responsible to anyone other than Psion plc for providing the protections afforded to clients of Canaccord Genuity Hawkpoint Limited nor for giving advice in relation to the Offer or any matter or arrangement referred to in this announcement.

Canaccord Genuity Limited, which is authorised and regulated in the United Kingdom by the FSA, is acting exclusively for Psion plc and no one else in connection with the Offer and will not be responsible to anyone other than Psion plc for providing the protections afforded to clients of Canaccord Genuity Limited nor for giving advice in relation to the Offer or any matter or arrangement referred to 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 pursuant to this announcement or otherwise. The Offer is made solely by the Offer Document and the Form of Acceptance accompanying the Offer Document, which contains the full terms and conditions of the Offer, including details of how the Offer may be accepted. Any decision in respect of, or other response to, the Offer should be made only on the basis of the information contained in the Offer Document.

The release, publication or distribution of this announcement in jurisdictions other than the United Kingdom and the availability of the Offer to Psion Shareholders who are not resident in the United Kingdom may be affected by the laws of relevant jurisdictions. Therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom or Psion Shareholders who are not resident in the United Kingdom will need to inform themselves about, and observe, any applicable requirements and/or restrictions. Any failure to comply with these restrictions may constitute a violation of securities law of any such jurisdiction. To the fullest extent permitted by law, Motorola Solutions and Psion disclaim any responsibility or liability for the violation of such restrictions by such persons.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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