Ablon Group Limited Preliminary approach and Board change (2361X)

TIDMABL

RNS Number : 2361X

Ablon Group Limited

06 February 2013

FOR RELEASE AT 6 February 2013

Ablon Group Limited ("Ablon" or the "Company")

Preliminary approach to Ablon Group Limited and Board change

The Company notes that it has received a preliminary approach from CPI Group, a.s. ("CPI"), which may or may not lead to an offer being made for the whole of the issued and to be issued share capital of the Company.

CPI has indicated that it is considering a possible offer at 22.50 p per ordinary share in cash, valuing the Company's entire issued share capital at GBP30.8 million. CPI has indicated that any offer, if made, may take the form of a mandatory offer in accordance with the requirements of Rule 9 of the City Code on Takeovers and Mergers (the "Code"). CPI has further indicated that if an offer is made and is successful, CPI intends to cancel the Company's listing from the Official List.

In conjunction with this preliminary approach, each of Mr Radovan Vítek and Mr Martin N meček has resigned as a director of the Company. Mr Radovan Vítek owns all of the shares in CPI and CPI holds 30,443,938 ordinary shares in the capital of the Company (representing 22.23% of the total issued share capital of the Company). Mr Martin N meček is the head of acquisitions at Czech Property Investments, a.s., which is also owned by Mr Radovan Vítek.

This announcement does not amount to a firm intention to make an offer under Rule 2.7 of the Code.

As a consequence of this announcement, an 'Offer Period' has now commenced in respect of the Company in accordance with the rules of the Code.

In accordance with Rule 2.6(a) of the Code, CPI must, by not later than 5.00 p.m. on 6 March 2013, being the 28(th) day following the date of this announcement, either announce a firm intention to make an offer for the Company in accordance with Rule 2.7 of the Code or announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline will only be extended with the consent of the Panel in accordance with Rule 2.6(c) of the Code.

This announcement is made with the agreement of CPI.

In accordance with Rule 2.10 of the Code, the Company confirms that, as at the close of business on 5 February 2013, its issued share capital consisted of 136,938,116 ordinary shares with a nominal value of EUR0.01 each ("Ordinary Shares"). The International Securities Identification Number for the Ordinary Shares is GG00B1LB2139.

A further announcement will be made in due course, as appropriate.

Enquiries:

Alex Borrelli / Adrienn Lovro

Ablon Group Limited

[phone]/[phone]

Roland Cornish/Emily Staples

Beaumont Cornish Limited

[phone]

Beaumont Cornish Limited ("Beaumont Cornish") which is authorised and regulated in the United Kingdom by The Financial Services Authority is acting for the Company in relation to the matters described in this announcement and is not advising any other person, and accordingly will not be responsible to anyone other than the Company for providing the protections afforded to customers of Beaumont Cornish or for providing advice in relation to the matters described in this announcement.

Dealing Disclosure Requirements

Under Rule 8.3(a) of the Code, any person who is interested in 1 per cent. or more of any class of relevant securities of an offeree company or of any paper offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any paper offeror is first identified. An Opening Position Disclosure must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any paper offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3:30pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3:30pm (London time) on the 10th business day following the announcement in which any paper offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a paper offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1 per cent. or more of any class of relevant securities of the offeree company or of any paper offeror, must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any paper offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any paper offeror, save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3:30pm (London time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a paper offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Panel's website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the Offer Period commenced and when any offeror was first identified. If you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure, you should contact the Panel's Market Surveillance Unit on [phone].

The defined terms used in this section "Dealing Disclosure Requirements" are defined in the Code which can be found on the Panel's website.

A copy of this announcement will be made available (subject to certain restrictions relating to persons resident in restricted jurisdictions) at http://www.ablon-group.com by no later than 12 noon (London time) on 7 February 2013, being the date following the date of this announcement.

About ABLON Group Limited

Founded in 1993 in Budapest (Hungary), ABLON and its subsidiaries (together the "ABLON Group") has properties at 33 locations, of which there are 15 completed projects and 23 development projects in Budapest, Prague, Bucharest and Warsaw. Its portfolio comprises a diversified mix of office, residential, retail, logistics and hotel developments valued at EUR385 million as at 30 June 2012. The ABLON Group had, as at 30 June 2012, 202,000 square metres of existing and income generating office, residential, hotel, retail and logistics assets (at 15 locations) in Budapest and Prague, with a significant development land bank comprising a further 1,159,600 square metres (at 23 locations) in Budapest, Prague, Bucharest and Warsaw. ABLON's shares are traded on the Main Market of the London Stock Exchange under the ticker 'ABL'.

This information is provided by RNS

The company news service from the London Stock Exchange

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