Statement re Possible Offer

 

TIDMBROC 
 
RNS Number : 7261L 
Broca Plc 
15 January 2009 
 
Broca PLC (Broca or the "Company") 
 
 
Re: Statement re possible offer 
 
 
The Board of Broca Plc, in the light of the recent share price movement, would 
like to confirm that the Company is in discussions which may or may not lead to 
an offer being made for the entire issued share capital of the Company. 
 
 
A further announcement will be made in due course. 
 
 
For further information contact: 
 
 
Ian Price - Managing Director 
Broca Plc 
Tel: [phone] 
 
 
Fiona Owen 
Grant Thornton UK LLP 
Nominated Adviser and Financial Adviser 
Tel: [phone] 
 
 
Claire Palmer/Mark Ling 
Littlejohn 
Tel: [phone] 
 
 
 
 
Rule 2.10 of the City Code 
Pursuant to Rule 2.10 of the City Code on Takeovers and Mergers, Broca would 
like to confirm that, as at the close of business on 14 January 2009, the issued 
share capital consisted of 39,093,108 ordinary shares of 1p each. The ISIN 
reference number for these securities is GB00B1R2V686. 
 
 
Dealing disclosure requirements 
Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the 
"Code"), if any person is, or becomes, "interested" (directly or indirectly) in 
1% or more of any class of "relevant securities" of Broca, all "dealings" in any 
"relevant securities" of the Company (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 pm (London time) on the London business 
day following the date of the relevant transaction. This requirement will 
continue until the date on which the 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unconditional as to acceptances, lapses or is otherwise withdrawn or on which 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 Broca 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 Code, all "dealings" in "relevant 
securities" of Broca by the Company, or by any of its "associates", must be 
disclosed by no later than 12.00 noon (London time) on the London 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 Takeover Panel's 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 quotation marks are defined in the Code, which can also be found on the 
Takeover Panel's website. If you are in any doubt as to whether or not you are 
required to disclose a "dealing" under Rule 8, you should consult the Takeover 
Panel. 
 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
 OFDBUGDBBSBGGCU