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CGO Contango Holdings Plc

1.25
0.05 (4.17%)
19 Jul 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Contango Holdings Plc LSE:CGO London Ordinary Share GB00BF0F5X78 ORD 1P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.05 4.17% 1.25 1.10 1.40 1.25 1.25 1.25 65,724 08:00:08
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Business Consulting Svcs,nec 0 -6.71M -0.0142 -0.88 5.67M

Offer Update

03/04/2008 8:02am

UK Regulatory


RNS Number:4955R
EMC Computer Systems (UK) Limited
03 April 2008


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


                             RECOMMENDED CASH OFFER

                                      FOR

                                 CONCHANGO PLC

                                       BY

                       EMC COMPUTER SYSTEMS (UK) LIMITED


                           Offer Wholly Unconditional


1. Offer Becomes Unconditional in All Respects

EMC Computer Systems (UK) Limited ("EMC") is pleased to announce that its Offer
for Conchango plc ("Conchango") has become wholly unconditional. On April 2,
2008, valid acceptances of the Offer had been received in respect of a total of
132,798,034 Conchango Shares, representing approximately 73.38 per cent. of the
Issued Share Capital of Conchango. As valid acceptances have been received in
respect of more than 72 per cent. in nominal value of the Conchango Shares to
which the Offer relates, the only condition of its recommended cash Offer for
Conchango has been satisfied. Accordingly, the Offer is wholly unconditional.

The figure for acceptances of the Offer received includes acceptances relating
to 119,360,690 Conchango Shares representing 65.96% of the Issued Share Capital
pursuant to irrevocable undertakings given by Conchango Directors Richard
Thwaite and Michael Altendorf. In addition, the figure for acceptances of the
Offer received includes acceptances of the Offer received relating to 12,152,472
Conchango Shares representing 6.72% of the Issued Share Capital pursuant to
irrevocable undertakings given by Southwind Limited. Valid acceptances have
therefore been received in respect of 72.67% of the Conchango Shares subject to
irrevocable undertakings.

As the Offer has now become unconditional as to acceptances, the Offer will
continue to remain open until 3.00 p.m. on May 6, 2008, being 14 days after the
first closing date of April 22, 2008, and remains subject to the further terms
set out in Part B of Appendix I to the offer document dated April 1, 2008 (the "
Offer Document"). Any extensions of the Offer will be publicly announced by 8.00
a.m. on the Business Day following the day on which the Offer was otherwise due
to expire, or at such later time or date as the Panel may agree.

2. Acceptance of the Offer

Conchango Shareholders who wish to accept the Offer and who have not already
done so should:

(i)                  in respect of Conchango 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 Conchango 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. Conchango Shareholders holding Conchango 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.

3. 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.

4. Enquiries

EMC
Michael Gallant, Tel: +1 508 293 6357 (Media relations)
EMC Investor Relations, Tel +1 866 362 6973 (Investor relations)

Investec (Financial adviser to EMC)
Tel: +44 (0) 207 597 5117
Ben Poynter
Andrew Pinder

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.

Save as disclosed above or in the Offer Document, no Conchango Shares have been
acquired or agreed to be acquired by or on behalf of EMC or any person acting in
concert with EMC during the Offer Period and neither EMC nor any person acting
in concert with EMC has the benefit of any irrevocable commitment or letter of
intent in respect of any Conchango Shares or has any interest in any Conchango
Shares, or any short position (whether conditional or absolute and whether in
the money or otherwise and including any short position under a derivative), any
agreement to sell, any delivery obligation, any right to require another person
to purchase or take delivery in respect of any Conchango Shares, any right to
subscribe for any Conchango Shares or any stock borrowing or lending arrangement
in respect of any Conchango Shares.

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 EMC, 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, EMC 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.

Investec Bank (UK) Limited, which is authorised and regulated by the Financial
Services Authority in the United Kingdom, is acting exclusively for EMC and no
one else in connection with the Offer and will not be responsible to anyone
other than EMC for providing the protections offered to clients of Investec Bank
(UK) Limited nor for providing advice in relation to the Offer or any other
matters 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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