Offer Declared Wholly Unconditional

    RNS Number : 8074X
  Horizon Technology Group PLC
  30 June 2008
   



    Not for release, publication or distribution, in whole or in part, in, into or from ANY jurisdiction where to do so would constitute a
violation of the relevant laws oF such jurisdiction.
    30 June 2008

    AVNET (HOLDINGS) LIMITED,
    A WHOLLY-OWNED SUBSIDIARY OF AVNET, INC.

    RECOMMENDED CASH OFFER FOR HORIZON TECHNOLOGY GROUP PLC -
    OFFER DECLARED WHOLLY UNCONDITIONAL

    The Board of Avnet (Holdings) Limited (Avnet Holdings) announces that its Offer for Horizon Technology Group plc (Horizon) has been
declared unconditional in all respects.
    Update 
    Avnet Holdings is pleased to announce that the European Commission has unconditionally cleared the proposed acquisition of Horizon by
Avnet Holdings.
    All of the conditions to the Offer as set out in the Offer Document dated 16 May 2008 have now been satisfied or waived and,
accordingly, the Offer is declared unconditional in all respects.
    As at 3.00 p.m. on 27 June 2008 valid acceptances of the Offer had been received in respect of 76,257,648 Horizon Shares, representing
approximately 92.64 per cent. of Horizon's issued ordinary share capital.  

    The Offer remains open for acceptance until further notice. Horizon Shareholders who have not yet accepted the Offer should complete,
sign and return their Form of Acceptance in accordance with the procedure set out in the Offer Document as soon as possible. 

    Settlement of the consideration due under the Offer in respect of valid acceptances which have been received by today will be despatched
within 14 days and, in the case of valid acceptances received after today, within fourteen days of the receipt of such acceptances, valid
and complete in all respects.

    Compulsory acquisition, delisting and cancellation of trading

    Avnet Holdings intends to exercise its rights under the provisions of Regulation 23 of the Takeover Regulations to acquire compulsorily
all outstanding the remaining Horizon Shares not acquired or agreed to be acquired pursuant to the Offer on the same terms as the Offer.

    Avnet Holdings also intends, as soon as it is practicable to do so, to procure the cancellation of the listing of Horizon Shares on the
Official Lists of the Irish Stock Exchange and the UK Listing Authority and the cancellation of trading in Horizon Shares on the Irish Stock
Exchange and London Stock Exchange in due course. It is anticipated that the cancellation of listings and trading will take effect no
earlier than 20 business days from today.

    Copies of the Offer Document and the Form of Acceptance are available for inspection at the offices of McCann FitzGerald (Riverside One,
Sir John Rogerson's Quay, Dublin 2, Ireland) during normal business hours on any business day (Saturdays and public holidays excepted) while
the Offer remains open for acceptance. 

    Disclosures

    Prior to 13 March 2008 (the commencement of the Offer Period for Horizon under the Irish Takeover Rules), neither Avnet Holdings nor any
person acting in concert with Avnet Holdings held any Horizon Shares or other securities of Horizon.

    Prior to the announcement of the Offer on 18 April 2008, Avnet Holdings had received irrevocable undertakings to accept (or procure the
acceptance of) the Offer from certain Horizon Shareholders in respect of, in aggregate, 50,505,578 Horizon Shares, representing
approximately 61.35 per cent. of the issued share capital of Horizon. Acceptances in respect of all of these Horizon Shares have been
received pursuant to these irrevocable undertakings and are included in the total number of valid acceptances referred to above.

    Save as set out above neither Avnet Holdings nor any person acting in concert with Avnet Holdings has acquired or agreed to acquire any
Horizon Shares or other securities of Horizon during the Offer Period. 

    Definitions used in the Offer Document dated 16 May 2008 have the same meaning when used in this announcement, unless the context
requires otherwise.

    Enquiries: 

 AVNET, INC.                              Telephone: 
 Kirsten Klatt, European                  Germany +49
 Communications Director                2153-733 328 
 Vincent Keenan, Vice President and             US +1
 Director, Investor Relations            480-643-7053


 BANC OF AMERICA SECURITIES            Telephone: 
 (Financial adviser to Avnet, Inc.
 and Avnet)
 Derek Shakespeare, Managing Director  UK +44
 - European M&A                        20-7174-4800
 Georg Schloendorff, Managing          US +1
 Director - Technology M&A             646-313-7926
 Hugh Moran, Associate - European M&A  Ireland +353
                                       1-619-6143

 DAVY CORPORATE FINANCE                    Telephone:
 (Financial adviser to Horizon)          Ireland +353
 Ivan Murphy                               1-679-6363
 Stephen Barry
 Roland French

 K CAPITAL SOURCE                          Telephone:
 (IR/PR adviser to Horizon)              Ireland +353
 Mark Kenny                                1-631-5500
 Jonathan Neilan

    This announcement does not constitute a prospectus or an equivalent document and it is not intended to and does not constitute or form
any part of an offer or invitation to sell or purchase or subscribe for any securities or a solicitation of an offer to buy any securities
or the solicitation of any vote or approval in any jurisdiction pursuant to the Offer or otherwise. The Offer has been made solely by means
of the Offer Document which contains the full terms and conditions of the Offer. Any response to the Offer should be made only on the basis
of information contained in the Offer Document. Horizon Shareholders are advised to read the formal documentation in relation to the Offer
carefully. 

    The directors of Avnet, Inc. (Avnet) and Avnet Holdings accept responsibility for the information contained in this announcement. To the
best of the knowledge and belief of the directors of Avnet and Avnet Holdings  (who have taken all reasonable care to ensure that such is
the case), the information contained in this announcement for which they accept responsibility is in accordance with the facts and does not
omit anything likely to affect the import of such information. 
    Banc of America Securities which is regulated in the United Kingdom by the Financial Services Authority is acting exclusively for Avnet.
and Avnet Holdings in connection with the Offer and for no-one else and will not be responsible to anyone other than Avnet and Avnet
Holdings for providing the protections afforded to clients of Banc of America Securities or for providing advice in relation to the Offer or
any other matters referred to in this announcement.
    Overseas Jurisdictions
    The availability of the Offer to persons who are not resident in Ireland or the United Kingdom may be affected by the laws of the
relevant jurisdiction in which they are located. Persons who are not resident in Ireland or the United Kingdom should inform themselves
about, and observe, any applicable legal or regulatory requirements. Failure to comply with any such restrictions may constitute a violation
of the securities law of any such jurisdiction. The Offer is not being made, directly or indirectly, in or into the United States or any
other jurisdiction if to do so would constitute a violation of the relevant laws in such jurisdiction. Copies of this announcement, the
Offer Document and any related offering documents are not being, and must not be, directly or indirectly, mailed or otherwise forwarded,
distributed or sent into or from the United States or any other jurisdiction if to do so would constitute a violation of the relevant laws
in such jurisdiction and persons receiving any such documents (including custodians, nominees and trustees) must not mail or otherwise distribute or send them in, into or from such jurisdictions as doing
so may invalidate any purported acceptance of the Offer.
    Further details in relation to overseas shareholders are contained in the Offer Document.  
    Dealing disclosure requirements
    Any person who is a holder of one per cent. or more of Horizon Shares may have disclosure obligations under Rule 8.3 of the Irish
Takeover Rules, effective from 13 March 2008 (the date of the commencement of the offer period for Horizon). 

This information is provided by RNS
The company news service from the London Stock Exchange
 
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