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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Global Oceanic | LSE:GOC | London | Ordinary Share | GB00B079WL45 | ORD 0.0003P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 168.00 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
RNS Number : 4614Z Global Oceanic Carriers Ltd 21 July 2008 21 July 2008 THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN INTO OR FROM THE UNITED STATES OF AMERICA, JAPAN, CANADA OR AUSTRALIA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION RECOMMENDED CASH OFFER BY NEWPORT HOLDINGS LIMITED TO ACQUIRE THE ENTIRE ISSUED AND TO BE ISSUED ORDINARY SHARE CAPITAL OF GLOBAL OCEANIC CARRIERS LIMITED EXTENSION OF OFFER AND LEVEL OF ACCEPTANCES Introduction On 27 June 2008, Newport Holdings Limited ("Newport") made a recommended cash offer (the "Offer") for the entire issued and to be issued share capital of Global Oceanic Carriers Limited ("Global Oceanic"). Acceptances As at 3.00 p.m. (London time) on 18 July 2008, being the first closing date of the Offer, valid acceptances of the Offer had been received in respect of a total of 7,533,433 Global Oceanic Shares, representing approximately 18.81 per cent. of Global Oceanic's existing issued ordinary share capital ("Valid Acceptances") On 27 June 2008, Newport announced that it had received irrevocable undertakings to accept the Offer in respect of 31,878,292 Global Oceanic Shares, representing approximately 79.6 per cent. of Global Oceanic's existing issued ordinary share capital. Included in Valid Acceptances is the acceptance from Antonios Nikolaou, executive Director of Global Oceanic in respect of 120,000 Global Oceanic Shares, representing 0.3 per cent. of Global Oceanic Shares which were subject to an irrevocable commitment. Newport has also received acceptances of the Offer in respect of a further 84,819 Global Oceanic Shares, representing approximately 0.21 per cent. of Global Oceanic's existing issued ordinary share capital, which require further action to be taken before they can be counted as valid acceptances. Save as disclosed above, no Global Oceanic Shares have been acquired or agreed to be acquired by or on behalf of Newport or any person acting in concert with Newport during the Offer Period and neither Newport nor any person acting in concert with Newport has the benefit of any irrevocable commitment or letter of intent in respect of any Global Oceanic Shares or has any interest in any Global Oceanic Shares, or any short position (whether conditional or absolute and whether in the money or otherwise and including any short position under a derivative), any agreement to sell, any delivery obligation, any right to require another person to purchase or take delivery in respect of any Newport Shares, any right to subscribe for any Newport Shares or any stock borrowing or lending arrangement in respect of any Newport Shares. Offer extended The Offer, which remains subject to the terms and conditions set out in the Offer Document, is being extended and will remain open for acceptance until the next closing date, which will be 1.00 p.m. on 25 July 2008. Global Oceanic Shareholders who hold Global Oceanic Shares in certificated form and who wish to accept the Offer should complete, sign and return the Form of Acceptance by hand (during normal business hours) or by post as soon as possible, to the receiving agents to the Offer, Computershare, Corporate Actions Projects, Bristol BS99 6AH. Additional Forms of Acceptance are available from Computershare, by telephoning 0870 707 1516 or, if calling from outside the UK, on +44 870 707 1516. If you hold your Global Oceanic Shares in uncertificated form (that is, in CREST) you are urged to accept the Offer by TTE instructions as soon as possible. De-listing from AIM As notified in the Offer announcement on the 27 June 2008, 20 business days notice was given to AIM to cancel trading of Global Oceanic Shares on AIM which is expected to occur on 28 July 2008. Shareholders who have not accepted the Offer may be left with minority holdings in an unquoted private company and are strongly urged to accept the Offer. Other All other terms defined in the Offer Document have the same meaning in this announcement, unless the context requires otherwise. Enquiries: Newport Holdings Limited +30 (210) 898 6362 Michael Tartsinis Antonio Nikolaou Noble & Company Limited (financial adviser to Newport) +44 (0)20 7763 2200 Matthew Hall Further Information This announcement is not intended to, and does not constitute or form any part of, an offer or an invitation to purchase any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the Offer or otherwise. The Offer is being made solely through the Offer Document and (in relation to Global Oceanic Shares in certificated form) the Form of Acceptance, which together contain the full terms and conditions of the Offer, including details of how to accept the Offer. Any acceptance or other response to the Offer should be made only on the basis of the information contained in the Offer Document and (in relation to Global Oceanic Shares in certificated form) the Form of Acceptance. The laws of relevant jurisdictions may affect the availability of the Offer to persons not resident in the United Kingdom. In particular the Offer will not be made directly or indirectly in or into a Restricted Jurisdiction. Persons who are not resident in the United Kingdom or who are subject to the laws of any jurisdiction other than the United Kingdom should inform themselves about and observe any applicable legal and regulatory requirements. Further details in relation to overseas Global Oceanic Shareholders will be contained in the Offer Document. Although the Company is incorporated in Jersey, the place of central management of the Company is currently located outside of the UK, the Channel Islands or the Isle of Man because the main place of business is in Greece. Accordingly, as the Company is one to which paragraph 3(a)(ii) of the Takeover Code applies, the Panel has confirmed that the Company is not subject to the Takeover Code and Shareholders will not be afforded any protection under the Code. If circumstances change, which could result in the Company being subject to the Takeover Code, the Company will consult with the Panel. If the Panel determines that, as a result of such changes, the Takeover Code becomes applicable to the Company, an announcement will be made. This announcement, including information included or incorporated by reference in this announcement, may contain 'forward-looking statements' concerning the Offer and statements regarding Newport's plans, objectives and expected performance. Generally, the words 'will', 'may', 'should', 'could', 'would', 'can', 'continue', 'opportunity', 'believes', 'expects', 'intends', 'anticipates', 'estimates' or similar expressions identify forward-looking statements. The forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. Many of these risks and uncertainties relate to factors that are beyond Newport and Global Oceanic's abilities to control or estimate precisely, such as future market conditions and the behaviours of other market participants, and therefore undue reliance should not be placed on such statements. Newport and Global Oceanic assume no obligation and do not intend to update these forward-looking statements, except as required pursuant to applicable law. Noble & Company Limited ("Noble"), which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively as financial advisor to Newport, and for no one else in connection with the Offer and this announcement and will not regard any other person as its client nor be responsible to anyone other than Newport for providing the protections afforded to clients of Noble, nor for providing advice in relation to the Offer and this announcement or any matter referred to herein. Noble has given and has not withdrawn its written consent to the publication of this announcement containing references to its name in the form and context in which they appear. The Newport Directors accept responsibility for the information contained in this announcement, (other than the information relating to Global Oceanic, the Global Oceanic Directors, members of their immediate families, related trusts and other connected persons). To the best of the knowledge and belief of the Newport Directors (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement, for which they are responsible, is in accordance with the facts and does not omit anything likely to affect the import of such information. This information is provided by RNS The company news service from the London Stock Exchange END OUPUWORRWNRBAUR
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