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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Clearstream | LSE:CTN | London | Ordinary Share | IE00B03QHM52 | ORD EUR0.125 |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 84.50 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMCTN
RNS Number : 5115Q
C.R. Bard, Inc.
20 October 2011
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 such jurisdiction
20 October 2011
HASTINGS INVESTMENTS IRELAND LIMITED,
A WHOLLY-OWNED SUBSIDIARY OF C. R. BARD, INC.
RECOMMENDED CASH OFFER FOR
CLEARSTREAM TECHNOLOGIES GROUP plc -
COMPULSORY ACQUISITION OF OUTSTANDING CLEARSTREAM SHARES
The Board of Hastings Investments Ireland Limited ("Bidco") announced on 12 October 2011 that its Offer for ClearStream Technologies Group plc ("ClearStream") had become unconditional in all respects.
As at that date, Bidco had received valid acceptances of the Offer in respect of more than 80 per cent. of the ClearStream Shares the subject of the Offer.
Bidco now announces that yesterday, Tuesday 19 October 2011, it posted notices pursuant to Section 204(1) of the Irish Companies Act to ClearStream Shareholders who have not yet validly accepted the Offer, informing them that it proposes to acquire compulsorily their ClearStream Shares under the provisions of Section 204 of that Act. The compulsory acquisition procedure is expected to be completed on, or shortly after, 21 November 2011.
The Offer remains open for acceptance until further notice. ClearStream Shareholders who have not yet accepted the Offer should complete, sign and return their Form of Acceptance in accordance with the procedure set out in the Offer Document as soon as possible.
Bidco also announces that application has been made to cancel the listing and trading of ClearStream Shares on AIM. As previously announced, it is anticipated that the cancellation of listing and trading on AIM will become effective at 7.00 a.m. on 10 November 2011.
Copies of the Offer Document and the Form of Acceptance will be available for inspection at the offices of McCann FitzGerald, Riverside One, Sir John Rogerson's Quay, Dublin 2 and Whitney Moore, Wilton Park House, Dublin 2 during usual business hours on any week day (Saturdays, Sundays and public holidays excepted) while the Offer remains open for acceptance.
Definitions used in the Offer Document dated 20 September 2011 have the same meaning when used in this announcement, unless the context requires otherwise.
Enquiries:
Barclays Capital Tel: +44 (0) 20 7632 2323 Financial adviser to Bard and Bidco Derek Shakespeare finnCap Tel: +44 (0) 20 7600 1658 Financial adviser to ClearStream Marc Young Charlotte Stranner
Responsibility
The directors of Bard and Bidco accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the directors of Bard and Bidco (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.
Financial Advisers
Barclays Capital, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Bard and Bidco and no one else in connection with the Offer and will not be responsible to anyone other than Bard and Bidco for providing the protections afforded to customers of Barclays Capital or for providing advice in relation to the Offer or in relation to the matters described in this announcement or any transaction or arrangement referred to herein.
finnCap, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for ClearStream and no one else in connection with the Offer and will not be responsible to anyone other than ClearStream for providing the protections afforded to customers of finnCap nor for providing advice in relation to the Offer or any other matter referred to in this announcement.
General
This announcement does not constitute an offer to purchase, sell, subscribe for or exchange or the solicitation of an offer to purchase, sell, subscribe for or exchange any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the Offer or otherwise.
The distribution of this announcement in or into certain jurisdictions may be restricted by the laws of those jurisdictions. Accordingly, copies of this announcement and all other documents relating to the Offer are not being, and must not be, mailed or otherwise forwarded, distributed or sent in, into or from such jurisdictions. Persons receiving such documents (including, without limitation, nominees, trustees and custodians) should observe these restrictions. Failure to do so may constitute a violation of the securities laws of any such jurisdiction.
Rule 8 of the Takeover Rules - Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Takeover Rules, if any person is, or becomes, 'interested' (directly or indirectly) in one per cent. or more of any class of "relevant securities" of ClearStream, all "dealings" in any "relevant securities" of ClearStream (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 3:30pm (Dublin time) on the 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 or lapses or is otherwise withdrawn or on which the Offer Period otherwise ends. If two or more persons co-operate on the basis of any agreement, either express or tacit, either oral or written, to acquire an "interest" in "relevant securities" of ClearStream, they will be deemed to be a single person for the purpose of Rule 8.3 of the Takeover Rules.
Under the provisions of Rule 8.1 of the Takeover Rules, all "dealings" in "relevant securities" of ClearStream, by ClearStream or Bard, or by any of their respective "associates", during the Offer Period must be disclosed by no later than 12.00 noon (Dublin time) on the 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 can be found on the Panel's website at www.irishtakeoverpanel.ie.
'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 in this paragraph, Dealing Disclosure Requirements, are defined in the Takeover Rules, which can also be found on the 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 Panel's website at www.irishtakeoverpanel.ie or contact the Panel on telephone number +353 (0) 1 678 9020; fax number +353 (0) 1 678 9289
This information is provided by RNS
The company news service from the London Stock Exchange
END
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