Charteris PLC Strategic Review (4598P)

TIDMCAE

RNS Number : 4598P

Charteris PLC

01 October 2013

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO THE SAME WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

FOR IMMEDIATE RELEASE

1 October 2013

Charteris plc

("Charteris" or "the Company")

Strategic Review and

Rule 2.10 announcement

The Board of Charteris, the provider of business and IT consultancy services, today announces that it intends to work under the leadership of Steve Vaughan, the newly appointed Chairman, to carry out an in-depth review of the business of the Company over the course of the coming weeks with a view to maximising the value of the Company for all shareholders. The strategic review will be wide-ranging and may or may not result in some or all of the Company's businesses being sold, or a possible offer for the Company. Accordingly, this announcement commences an "offer period" for the Company as defined by the Takeover Code.

The Board will update shareholders upon conclusion of its review.

The attention of shareholders is drawn to the disclosure requirements of Rule 8 of the City Code on Takeovers and Mergers (the "Code"), which are summarised below.

Enquiries:

 
 Charteris plc              Tel: [phone] 
  Steve Vaughan 
 Beaumont Cornish Limited   Tel: [phone] 
  Roland Cornish 
 

Rule 2.10 Requirement

In accordance with Rule 2.10 of the Code, Charteris confirms that, as of the date of the announcement, it has in issue 50,254,411 ordinary shares of 1p each (excluding ordinary shares held in treasury). The International Securities Identification Number ("ISIN") number of the ordinary shares is GB0001663557.

Disclosure requirements of the Code

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any securities exchange 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 securities exchange 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 securities exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a securities exchange 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% or more of any class of relevant securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange 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 securities exchange 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 3.30 pm (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 securities exchange 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 Takeover 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. You should contact the Panel's Market Surveillance Unit on [phone] if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure."

Beaumont Cornish Limited is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for Charteris and for no one else in connection with a possible offer and will not be responsible to anyone other than Charteris for providing the protections afforded to clients of Beaumont Cornish Limited nor for providing advice in relation to the possible offer or any other matters referred to in this announcement.

A copy of this announcement will be available on the website of the Company at www.charteris.com

ENDS

This information is provided by RNS

The company news service from the London Stock Exchange

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