Statement re Possible Offer (7188K)

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RNS Number : 7188K

Giles Insurance Brokers Limited

20 July 2011

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

Giles Insurance Brokers Limited

Response to statement regarding a possible offer for CBG Group PLC

Giles Insurance Brokers Limited ("Giles"), notes yesterday's announcement by CBG Group plc ("CBG" or the "Company") and confirms that it is in discussion with CBG about making a possible offer at a price of 32 pence per share in cash for the entire issued and to be issued share capital of CBG, subject to due diligence and the CBG Board's recommendation (the "Pre-Conditions").

This potential offer price represents a 54.2% premium to the share price as at the close of business on 19 July 2010.

The Pre-Conditions are waivable at Giles' discretion. This announcement does not amount to a firm intention to make an offer and accordingly, there can be no certainty that any offer will be made for the Company even if the Pre-Conditions are satisfied or waived.

Contacts:

Altium Capital Limited (financial advisor to Giles)

Keith Williams

T: [phone]

Citigate Dewe Rogerson (PR advisor to Giles) Nicola Swift T: [phone]

A copy of this announcement will shortly be available, free of charge, on the Giles website at www.gilesinsurance.co.uk

Altium Capital Limited ("Altium"), which is authorised and regulated in the United Kingdom by The Financial Services Authority, is acting for Giles 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 Giles for providing the protections afforded to customers of Altium or for providing advice in relation to the matters described in this announcement.

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 paper 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 paper 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 paper 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 paper offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a paper 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 paper offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any paper 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 paper 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 paper 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. If you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure, you should contact the Panel's Market Surveillance Unit on [phone].

This information is provided by RNS

The company news service from the London Stock Exchange

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