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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Wellington Hds. | LSE:WLN | London | Ordinary Share | GB0009473900 | 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% | 0.00 | - |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
RNS Number:5555M Fenner PLC 20 May 2005 Fenner PLC NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, THE REPUBLIC OF IRELAND OR SOUTH AFRICA FOR IMMEDIATE RELEASE FENNER PLC ("FENNER") RECOMMENDED OFFER FOR WELLINGTON HOLDINGS PLC ("WELLINGTON") OFFER DECLARED UNCONDITIONAL IN ALL RESPECTS The Board of Fenner announces that all conditions of the offer to acquire the entire issued and to be issued ordinary share capital of Wellington have now been satisfied or waived and the Offer has become unconditional in all respects. The Offer will remain open for acceptance until 30 June 2005. Wellington Shareholders who wish to accept the Offer and have not yet done so should despatch their Forms of Acceptance or follow the procedure for electronic acceptance described in the Offer Document (as applicable) as soon as possible. Having received valid acceptances of the Offer in respect of over 90 per cent in value of the Wellington Shares to which the Offer relates, Fenner will today be giving notice to those Wellington Shareholders who have not accepted the Offer informing them that it will compulsorily acquire their Wellington Shares by applying sections 428 to 430F of the Companies Act 1985. Wellington Shareholders should note that application is to be made for the cancellation of listing of Wellington Shares on the Official List and cancellation of the trading of Wellington Shares on the London Stock Exchange's market for listed securities with effect from Monday 20 June 2005 and the notice period for such cancellation has now commenced. Settlement of the cash consideration due under the Offer in respect of valid acceptances which have been received and are valid and complete in all respects will be despatched on or before 3 June 2005 and the New Fenner Shares to be issued as consideration under the Offer were issued with effect from Admission, which occurred earlier today. Settlement of the consideration in respect of further acceptances which are valid and complete in all respects will be despatched within 14 days of receipt. In addition, on 19 April 2005, Fenner announced details of a fully underwritten Placing and Open Offer of 46,611,102 new Ordinary Shares at 127 pence per share to raise approximately #54.1 million (net of expenses of the Acquisition and the Placing and Open Offer). Following Admission, which occurred earlier today, the Placing and Open Offer has become unconditional in all respects. Terms defined in the Offer Document have the same meaning in this announcement. Fenner PLC Mark Abrahams, Chief Executive Tel: 01482 626500 Richard Perry, Group Finance Director NM Rothschild & Sons Limited (Financial Adviser and Sponsor to Fenner) James Fenwick / Stephen Moore Tel: 0113 200 1900 Collins Stewart Limited (Corporate Broker to Fenner) Chris Wells / Mark Connelly Tel: 020 7523 8350 Weber Shandwick Square Mile Nick Oborne Tel: 020 7067 0700 NM Rothschild & Sons Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Fenner PLC in connection with the Placing and Open Offer and Acquisition and no one else and will not be responsible to anyone other than Fenner PLC for providing the protections afforded to clients of NM Rothschild & Sons Limited nor for providing advice in relation to the Placing and Open Offer and Acquisition, the contents of this announcement, or any other matters referred to herein. Collins Stewart Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Fenner PLC in connection with the Placing and Open Offer. Collins Stewart Limited is also corporate broker to Wellington Holdings plc. Collins Stewart Limited will not be responsible to anyone other than Fenner PLC for providing the protections offered to clients of Collins Stewart Limited nor for providing advice in relation to the Offer and the Placing and Open Offer, the contents of this announcement, or any other matters referred to herein. Neither the Offer nor the Open Offer is being made, directly or indirectly, in or into, or by the use of the mails, or by any means or instrumentality (including, without limitation, facsimile transmission, internet, email, telex or telephone) of interstate or foreign commerce, or of any facility of a national securities exchange, of the United States, Canada, Australia, Japan, the Republic of Ireland or South Africa and neither can, subject to certain exceptions, be accepted by any such use, means instrumentality or facility or from within the United States, Canada, Australia, Japan, the Republic of Ireland or South Africa. Neither the Offer nor the Open Offer constitutes an offer of securities for sale, or the solicitation of an offer to buy securities in the United States and the new Fenner Shares to be issued pursuant to the Offer and the Open Offer have not been and will not be registered under the Securities Act, or under the laws of any state, district or other jurisdiction of the United States or of Canada, Australia, Japan, the Republic of Ireland or South Africa and no regulatory clearances in respect of new Fenner Shares have been or will be, applied for in any jurisdiction. Accordingly, unless an exemption under the Securities Act or other relevant securities laws is applicable, the new Fenner Shares are not being, and may not be offered, sold, resold, delivered or distributed, directly or indirectly, in or into the United States or Canada, Australia, Japan, the Republic of Ireland or South Africa or to, or for the account or benefit of, any US person or person resident in Canada, Australia, Japan, the Republic of Ireland or South Africa. This press announcement has been issued by Fenner and is the sole responsibility of Fenner. This information is provided by RNS The company news service from the London Stock Exchange END OUPDGGZKRGZGKZG
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