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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Cozart | LSE:CZT | London | Ordinary Share | GB00B01G6P33 | ORD 1P |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 57.50 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
RNS Number:5419D Concateno plc 07 September 2007 7 September 2007 CONCATENO PLC (the "Company") Recommended Offer for COZART PLC- Further Irrevocables and Posting of Offer Document Further to the announcement released by the Company on 5 September 2007 in accordance with rule 2.5 of the Code (the "2.5 Announcement"), the Concateno Directors and the Independent Directors are pleased to announce that in addition to the irrevocable undertakings referred to in the 2.5 Announcement, Concateno has also received irrevocable undertakings (as further detailed below) from YFM Private Equity Limited acting on behalf of British Smaller Companies VCT and British Smaller Technology Companies VCT2 to accept, or procure the acceptance of, the Offer and to vote in favour, or procure the voting in favour, of the Resolution in respect of their beneficial holding of Cozart Shares totaling, in aggregate, 8,958,445 Cozart Shares, representing approximately 8 per cent. of the existing issued ordinary share capital of Cozart. These irrevocable undertakings shall, at the relevant Shareholder's option, cease to be binding in the event that, at any time prior to the date and time for acceptance, a Competing Announcement is made which represents a Higher Cash Offer, and the relevant Shareholder gives notice in writing to Concateno within seven business days of that Competing Announcement that the relevant Shareholder intends to accept the relevant higher offer. Accordingly, Concateno has now received, in aggregate, irrevocable undertakings to accept the Offer in respect of 66,925,117 Cozart Shares, representing approximately 60 per cent. of the existing issued ordinary share capital of Cozart and irrevocable undertakings to vote in favour of the Resolution in respect of 51,449,318 Cozart Shares representing approximately 46 per cent. of the issued ordinary share capital of Cozart. The Concateno Directors and the Independent Directors are also pleased to announce that the formal Offer Document, setting out details of the Offer, and, in the case of Cozart Shareholders holding Cozart Shares in certificated form, the Form of Acceptance, has been dispatched to Cozart Shareholders today. Terms used in this announcement have the same meaning as in the 2.5 Announcement. Enquiries: Concateno plc Tel: +44 (0)20 7004 2800 Keith Tozzi, Chairman Fiona Begley, Chief Executive Officer Collins Stewart (financial adviser and broker to Tel: +44 (0)20 7523 8350 Concateno) Seema Paterson Piers Coombs Financial Dynamics (Concateno public relations) Tel: +44 (0)20 7831 3113 Billy Clegg Edward Westropp Cozart plc Tel: +44 (0)1235 861 483 Sir Brian Richards, Chairman Dr. Christopher Hand, Chief Executive Officer Chris Yates, Finance Director Numis Securities Limited (financial adviser to Tel: +44 (0)20 7260 1277 and broker Cozart) Michael Meade James Black Financial Dynamics (Cozart public relations) Tel: +44 (0)20 7269 7242 Ben Atwell Details of Further Irrevocable Undertakings- Other Cozart Shareholders The following persons have also entered into irrevocable undertakings with Concateno to accept, or procure the acceptance of, the Offer and vote, or procure the voting, in favour of the Resolution in respect of their beneficial holding of Cozart Shares: Percentage of fully diluted ordinary sharecapital Total No. of Cozart Shares Name YFM Private Equity Limited acting on 3,895,419 3.3% behalf of British Smaller Companies VCT YFM Private Equity Limited acting on behalf of 5,063,026 4.3% British Smaller Technology Companies VCT2 THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION. The Offer will be subject to the applicable requirements of the City Code. The formal Offer Document, setting out details of the Offer, and, in the case of Cozart Shareholders holding Cozart Shares in certificated form, the Form of Acceptance, has been dispatched to Cozart Shareholders today. This announcement does not constitute an offer or an invitation to purchase any securities. This announcement is not intended to and does not constitute or form any part of, an offer to sell or an invitation to purchase or the solicitation of an offer to subscribe for any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the Offer or otherwise. The Offer will be made solely through the Offer Document and in the case of certificated Cozart Shares, the Form of Acceptance, which will together contain the full terms and conditions of the Offer, including details of how to accept the Offer. Any acceptance or other response to the Offer should be made only on the basis of the information contained in the Offer Document and, in the case of certificated Cozart Shares, the Form of Acceptance. The making of the Offer in, or to persons resident in, or to nationals or citizens of, jurisdictions outside the United Kingdom or to nominees of, or custodians or trustees for, citizens or nationals of other countries ("Overseas Shareholders") may be prohibited or affected by the laws of the relevant jurisdictions. It is the responsibility of such Overseas Shareholders to inform themselves about and observe any applicable legal requirements. No person receiving a copy of the Offer Document and/or a Form of Acceptance in any jurisdiction other than the UK may treat the same as constituting an invitation or offer to him, nor should he in any event use such Form of Acceptance, if, in the relevant jurisdiction, such invitation or offer cannot lawfully be made to him or such Form of Acceptance cannot lawfully be used without contravention of any relevant or other legal requirements. In such circumstances, the Offer Document and/or Form of Acceptance are sent for information only. It is the responsibility of such Overseas Shareholder receiving a copy of the Offer Document and/or Form of Acceptance and wishing to accept the Offer to satisfy himself as to the full observance of the laws and regulatory requirements of the relevant jurisdiction in connection with the Offer, including obtaining any governmental, exchange control or other consents which may be required, and compliance with other necessary formalities needing to be observed and payment of any issue, transfer or other taxes or duties due in such jurisdiction. Any such Overseas Shareholder will be responsible for any such issue, transfer or other taxes or duties by whomsoever payable and Concateno (and any person acting on behalf of Concateno) shall be fully indemnified and held harmless by such Overseas Shareholder for any such issue, transfer or other taxes or duties or other requisite payments as Concateno (and any person acting on behalf of Concateno) may be required to pay. The distribution of this announcement in jurisdictions other than the UK may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than the UK should inform themselves about, and observe any applicable requirements. In particular, the Offer is not being made, directly or indirectly, in the United States, Canada, Australia, the Republic of South Africa or Japan. This announcement has been prepared for the purpose of complying with English law and the City Code and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws of jurisdictions outside England. This information is provided by RNS The company news service from the London Stock Exchange END ODPILFFTAIIDIID
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