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Name | Symbol | Market | Type |
---|---|---|---|
Bank Irel13.375 | LSE:BOI | London | Bond |
Price Change | % Change | Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 190.50 | 186.00 | 195.00 | 0 | 00:00:00 |
RNS Number:7981M 3M UK Holdings PLC 27 November 2006 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS IN THAT JURISDICTION 28 November 2006 RECOMMENDED CASH OFFER FOR BIOTRACE INTERNATIONAL PLC BY 3M UK HOLDINGS PLC ADVISED BY UBS INVESTMENT BANK Offer Declared Wholly Unconditional 1. Offer Declared Unconditional in All Respects The Office of Fair Trading announced yesterday that it had decided not to refer the acquisition of Biotrace to the Competition Commission. Further to 3M UK Holdings plc's ("3M") announcement on 24 November 2006, in which it announced that the Offer had become unconditional as to acceptances, 3M announces that all of the remaining conditions of the Offer have now been either satisfied or waived. Accordingly, the Offer is hereby declared wholly unconditional. The Offer remains subject to the further terms set out in Part B of Appendix I to the offer document dated 13 October 2006 (the "Offer Document"). The Offer will remain open for acceptance until further notice. 2. Settlement The consideration will be dispatched (or credited through CREST) on or before 12 December 2006 to Biotrace Shareholders who have validly accepted the Offer on or before the date of this announcement. Thereafter, consideration will be dispatched (or credited through CREST) to Biotrace Shareholders who validly accept the Offer within 14 days of receipt of an acceptance valid in all respects. 3. Acceptance of the Offer Biotrace Shareholders who wish to accept the Offer and who have not already done so should: (i) in respect of Biotrace Shares in certificated form, complete, sign and return the Form of Acceptance, in accordance with the instructions set out in the Offer Document and in the Form of Acceptance, so as to be received by Capita Registrars (at The Registry, 34 Beckenham Road, Beckenham, Kent, BR3 4TU) as soon as possible; and (ii) in respect of Biotrace Shares in uncertificated form (that is, in CREST), accept electronically through CREST, in accordance with the instructions set out in the Offer Document, so that the TTE instruction settles as soon as possible. Biotrace Shareholders holding Biotrace Shares as a CREST sponsored member should refer to their CREST sponsor as only the CREST sponsor will be able to send the necessary TTE instruction to CREST. 4. Compulsory Acquisition and Delisting As 3M has now received acceptances of the Offer in respect of, or otherwise acquired, 90 per cent. or more of the Biotrace Shares to which the Offer relates 3M now intends to exercise its rights pursuant to the provisions of Schedule 2 to the Takeovers Directive (Interim Implementation) Regulations 2006 to acquire the remaining Biotrace Shares to which the Offer relates on the same terms as the Offer. In addition, Biotrace Shareholders should note that 3M intends to procure the making of applications by Biotrace to the FSA for the cancellation of the listing of the Biotrace Shares on the Official List and to the London Stock Exchange for the cancellation of admission to trading of Biotrace Shares on its market for listed securities. When this de-listing and cancellation occurs, it will significantly reduce the liquidity and marketability of any Biotrace Shares not assented to the Offer. 5. Offer Document Copies of the Offer Document are available from Capita Registrars at The Registry, 34 Beckenham Road, Beckenham, Kent, BR3 4TU. Terms defined in the Offer Document shall have the same meanings in this announcement. 6. Enquiries Capita Registrars Tel: 0870 162 3121 (if calling from within the United Kingdom) Tel: +44 20 8639 2157 (if calling from outside the United Kingdom) UBS Investment Bank Tel: +44 20 7567 8100 Contacts: Aidan Clegg, Nik Morandi UBS, which is authorised and regulated by the FSA, is acting exclusively for 3M and no one else in connection with this announcement and will not be responsible to anyone other than 3M for providing the protections afforded to clients of UBS or for providing advice in connection with this announcement or any other matters referred to herein. Numis, which is authorised and regulated by the FSA, is acting exclusively for Biotrace and no one else in connection with this announcement and will not be responsible to anyone other than Biotrace for providing the protections afforded to clients of Numis or for providing advice in connection with this announcement or any other matters referred to herein. This announcement does not constitute, or form part of, any offer for, or any solicitation of any offer for, securities. Any acceptance or other response to the Offer should be made only on the basis of information referred to in the Offer Document. The availability of the Offer to persons who are not resident in the United Kingdom may be affected by the laws of their relevant jurisdiction. Such persons should inform themselves of, and observe, any applicable legal or regulatory requirements of their jurisdiction. Further details in relation to Overseas Shareholders are contained in the Offer Document. Unless otherwise determined by 3M, the Offer is not being, and will not be, made, directly or indirectly, in or into or by the use of the mails of, or by any means or instrumentality (including, without limitation, telephonically or electronically) of interstate or foreign commerce of, or through any facilities of a national securities exchange of any Restricted Jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction, and the Offer should not be accepted by any such use, means, instrumentality or facilities or from or within the a Restricted Jurisdiction. Accordingly, copies of this announcement are not being, and must not be mailed or otherwise forwarded, distributed or sent in, into or from a Restricted Jurisdiction and all persons receiving this announcement (including nominees, trustees and custodians) must not mail or otherwise forward, distribute or send it in, into or from a Restricted Jurisdiction. Doing so may render invalid any purported acceptance of the Offer. Notwithstanding the foregoing, 3M will retain the right to permit the Offer to be accepted and any sale of securities pursuant to the Offer to be completed if, in its sole discretion, it is satisfied that the transaction in question can be undertaken in compliance with applicable law and regulation. This information is provided by RNS The company news service from the London Stock Exchange END OUPBRBTTMMITTPF
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