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SPS Superscape

9.90
0.00 (0.00%)
17 May 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Superscape LSE:SPS London Ordinary Share GB0008636127 ORD 10P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 9.90 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Offer Update

25/02/2008 7:02am

UK Regulatory


RNS Number:6194O
Glu Mobile
25 February 2008

  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 of such jurisdiction

                             RECOMMENDED CASH OFFER

                                       by

                                GLU MOBILE INC.

                                      for

                              SUPERSCAPE GROUP PLC

                LEVEL OF ACCEPTANCES AND EXTENSION OF THE OFFER

On 25 January 2008, Glu Mobile Inc. (Glu), made a recommended cash offer for the
entire issued share capital of Superscape Group plc (Superscape).  On 18
February 2008, being the first business day following the first closing date of
the Offer, the directors of Glu announced that the Offer had been extended for a
period of 7 days and therefore remained open for acceptance until 3.00 p.m.
(London time) on 22 February 2008.

The directors of Glu are pleased to announce that, as at 3.00 p.m. (London time)
on 22 February 2008, valid acceptances of the Offer had been received in respect
of a total of 120,027,767 Superscape Shares, representing approximately 65.55
per cent. of the existing issued share capital of Superscape.

In addition, valid acceptances are pending from ARM Holdings plc in relation to
its irrevocable undertaking in respect of 14,781,850 Superscape Shares,
representing 8.07 per cent. of the existing issued share capital of Superscape.
Acceptances have also been received from other shareholders which are not yet
valid in all respects in respect of 735,775 Superscape Shares, representing 0.40
per cent. of the existing issued share capital of Superscape.  On receipt of
valid acceptances in respect of these pending acceptances, total valid
acceptances will then total 135,545,392 Superscape Shares, representing
approximately 74.0 per cent. of the existing issued share capital of Superscape.

On 23 January 2008, the directors of Glu announced that they had received
irrevocable undertakings and a letter of intent to accept the Offer in respect
of 62,186,230 Superscape Shares, representing approximately 33.96 per cent. of
the existing issued share capital of Superscape. Valid acceptances have been
received in respect of 47,404,380 of these Superscape Shares, representing 25.89
per cent. of the existing issued share capital of Superscape, and such
acceptances are included in the totals referred to above.

The directors of Glu announce that the Offer, which remains subject to the terms
and conditions set out in the Offer Document, has been extended for a further
period of 7 days and will therefore remain open for acceptance until 3.00 p.m.
(London time) on 29 February 2008.

If the Offer becomes or is declared unconditional in all respects and sufficient
acceptances have been received, Glu intends to apply the provisions of sections
979 to 991 (inclusive) of the Companies Act 2006 to acquire compulsorily all
remaining Superscape Shares on the same terms as the Offer.

It is Glu's intention that, following the Offer becoming or being declared
unconditional in all respects, Glu will procure that Superscape applies to the
UK Listing Authority for the cancellation of listing of Superscape Shares on the
Official List and to the London Stock Exchange for cancellation of admission to
trading of Superscape Shares on its market for listed securities. The
cancellation of listing and admission to trading of Superscape Shares would
significantly reduce the liquidity and marketability of Superscape Shares in
respect of which acceptances of the Offer are not submitted.

It is also proposed that, following the Offer becoming or being declared
unconditional in all respects, Glu will seek to procure the re-registration of
Superscape as a private limited company under the relevant provisions of the
Companies Act 2006.

Superscape Shareholders who have not yet accepted the Offer and who hold
Superscape Shares in certificated form are urged to complete, sign and return
the Form(s) of Acceptance by hand (during normal business hours) or by post as
soon as possible but in any event so as to be received no later than 3.00 p.m.
(London time) on 29 February 2008 by Capita Registrars at Corporate Actions, The
Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU. Additional Forms of
Acceptance are available from Capita Registrars, by telephoning 0871 664 0321
from within the UK or +44 20 9639 3399 if calling from outside the UK. Calls to
the 0871 664 0321 number cost 10 pence per minute (including VAT) plus your
service provider's network extras. Calls to the helpline from outside the UK
will be charged at applicable international rates. Different charges may apply
to calls from mobile telephones and calls may be recorded and randomly monitored
for security and training purposes. The helpline cannot provide advice on the
merits of the Offer nor give any financial, legal or tax advice. If you hold
your Superscape Shares in uncertificated form (that is, in CREST) you are urged
to accept the Offer by TTE Instruction as soon as possible and, in any event, so
as to be settled not later than 3.00 p.m. (London time) on 29 February 2008.

Terms used in this announcement shall have the meaning given to them in the
Offer Document dated 25 January 2008, unless the context requires otherwise.

ENQUIRIES

Glu Mobile Inc.
Nicole Kennedy                                                    +1 650 571 1550

Lazard (financial adviser to Glu Mobile Inc.)
Cyrus Kapadia                                                     +44 (0) 20 7187 2000

Jeffrey Sechrest                                                  +1 212 632 6000

Terence Fung                                                      +1 415 623 5000

The Blueshirt Group (PR adviser to Glu Mobile Inc.)               +1 415 623 5000
Todd Friedman                                                     +1 415 217 5869

Superscape Group plc                                              +1 949 940 2840
Kevin Roberts

Dave Goodman

Close Brothers (financial adviser to Superscape Group plc)        +44 (0) 20 7655 3100
Simon Willis

James Craven

Hudson Sandler (PR adviser to Superscape Group plc)               +44 (0) 20 7796 4133
Jessica Rouleau


FURTHER INFORMATION

For further information on Glu and Superscape, please see www.glu.com and
www.superscape.com, respectively.

This announcement does not constitute, or form part of, an offer or solicitation
of any offer to sell or an invitation to purchase any securities or the
solicitation of an offer to buy any securities, pursuant to the Offer or
otherwise. The Offer will be made solely by the Offer Document and the Form of
Acceptance, which contain the full terms and conditions of the Offer, including
details of how the Offer may be accepted. Any acceptance or other response to
the Offer should be made on the basis of the information in the Offer Document
and the Form of Acceptance.

The availability of the Offer to persons who are not resident in the United
Kingdom may be affected by the laws of the relevant jurisdictions in which they
are located. Persons who are not resident in the United Kingdom should inform
themselves about, and observe, any applicable legal or regulatory requirements.

The release, publication or distribution of this announcement in jurisdictions
other than the UK may be restricted by law and therefore any persons who are
subject to the laws of any jurisdiction other than the UK should inform
themselves about, and observe, any applicable requirements. Any failure to
comply with the applicable requirements may constitute a violation of the
securities laws of any such jurisdiction. This announcement has been prepared
for the purpose of complying with English law and the 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 of jurisdictions
outside the UK.

Any person (including, without limitation, any custodian, nominee or trustee)
who would, or otherwise intends to, or who may have a contractual or legal
obligation to, forward this announcement and/or the Offer Document and/or any
other related document to any jurisdiction outside the UK should inform
themselves of, and observe, any applicable legal or regulatory requirements of
their jurisdiction.

Copies of this announcement are not being, and must not be, directly or
indirectly, mailed or otherwise forwarded, distributed or sent in or into or
from any jurisdiction other than the UK and the USA and persons receiving this
announcement (including, without limitation, custodians, nominees and trustees)
must not mail or otherwise forward, distribute or send it in or into or from any
jurisdiction other than the UK and the USA.

Further details in relation to overseas shareholders are contained in the Offer
Document.

Lazard is acting exclusively as financial adviser to Glu and no one else in
connection with the Offer and this announcement and will not be responsible to
anyone other than Glu for providing the protections afforded to clients of
Lazard, nor for providing advice in connection with the Offer or this
announcement or any matter referred to in this announcement.

Close Brothers is acting exclusively as financial adviser to Superscape and no
one else in connection with the Offer and this announcement and will not be
responsible to anyone other than Superscape for providing the protections
afforded to clients of Close Brothers, nor for providing advice in connection
with the Offer or this announcement or any matter referred to in this
announcement.


                      This information is provided by RNS
            The company news service from the London Stock Exchange
END

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