Ancala Fornia Limited Revised Ancala Bid Withdrawn (9700W)

TIDMDVW

RNS Number : 9700W

Ancala Fornia Limited

15 February 2017

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

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

15 FEBRUARY 2017

REVISED ANCALA BID

for

DEE VALLEY GROUP PLC

by

ANCALA FORNIA LIMITED

REVISED ANCALA BID WITHDRAWN

Bidco notes the announcement released by Dee Valley earlier today that the Severn Trent Scheme has now become effective.

The Revised Ancala Bid is now incapable of becoming or being declared unconditional. Therefore, Bidco announces that, with the permission of the Panel, the Revised Ancala Bid has been withdrawn.

In accordance with the terms of the Revised Ancala Bid, (i) in the case of Ordinary Shares held in certificated form, completed Forms of Acceptance, share certificates and/or other documents of title will be returned, by post, within 14 calendar days, in each case, to the person or agent whose name and address is set out in the relevant Form of Acceptance at the risk of the person or agent concerned; and (ii) in the case of Ordinary Shares held in uncertificated form, the Receiving Agent will as soon as reasonably practicable give TFE instructions to Euroclear to transfer all relevant Ordinary Shares held in the escrow balance and in relation to which it is the escrow agent for the purposes of the Revised Ancala Bid to the original available balances of the Dee Valley Shareholders concerned.

Unless otherwise stated, capitalised terms used in this announcement have the same meaning as those in the Original Ancala Bid announcement dated 21 October 2016 and the Revised Offer Document dated 24 November 2016.

Enquiries:

 
 Bidco 
  Spence Clunie / David Owens     [phone] 
  / Tim Power                      3515 
 GCA Altium (Financial Adviser 
  to Bidco) 
  Stephen Georgiadis / Tim        [phone] 
  Richardson                       4040 
 

Important notices relating to financial advisers

GCA Altium, which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting as exclusive financial adviser to Bidco and Ancala and no one else in connection with the Revised Ancala Bid. In connection with such matters, GCA Altium, its affiliates and their respective directors, officers, employees and agents will not regard any other person as their client, nor will they be responsible to any other person for providing the protections afforded to their clients or for providing advice in relation to the Revised Ancala Bid, the contents of this announcement or any other matter referred to herein.

Further information

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, or the solicitation of any vote or approval in any jurisdiction, pursuant to the Revised Ancala Bid or otherwise. The Revised Ancala Bid is being made solely by means of the Revised Offer Document. Any response to the Revised Ancala Bid should be made only on the basis of information contained in the Revised Offer Document. Dee Valley Shareholders are advised to read the formal documentation in relation to the Revised Ancala Bid carefully.

This announcement has been prepared for the purposes of complying with English law, the rules of the London Stock Exchange and the Takeover Code and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws and regulations of any jurisdiction outside the United Kingdom.

Overseas jurisdictions

The distribution of this announcement in jurisdictions other than the United Kingdom and the ability of Dee Valley Shareholders who are not resident in the United Kingdom to participate in the Revised Ancala Bid 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 Dee Valley Shareholders who are not resident in the United Kingdom will need to inform themselves about, and observe, any applicable legal or regulatory requirements. Any failure to comply with the applicable restrictions may constitute a violation of the securities laws of any such jurisdiction. Further details in relation to Overseas Shareholders are contained in the Revised Offer Document.

The offers by Bidco for the Ordinary Shares are not being, and will not be, made available, directly or indirectly, in or into or by the use of the mails of, or by any other means or instrumentality of interstate or foreign commerce of, or any facility of a national state or other securities exchange of, any Restricted Jurisdiction.

Accordingly, copies of this announcement and all documents relating to the Revised Ancala Bid are not being, and must not be, directly or indirectly, mailed, transmitted or otherwise forwarded, distributed or sent in, into or from any Restricted Jurisdiction and persons receiving this announcement (including, without limitation, agents, nominees, custodians and trustees) must not distribute, send or mail it in, into or from such jurisdiction. Any person (including, without limitation, any agent, nominee, custodian or trustee) who has a contractual or legal obligation, or may otherwise intend, to forward this announcement and/or the Revised Offer Document and/or any other related document to a jurisdiction outside the United Kingdom should inform themselves of, and observe, any applicable legal or regulatory requirements of their jurisdiction.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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February 15, 2017 06:10 ET (11:10 GMT)