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Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
---|---|---|---|---|---|
Tomkins | LSE:TOMK | London | Ordinary Share | GB0008962655 | ORD USD0.09 |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 324.40 | 0.00 | 01:00:00 |
Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
---|---|---|---|---|---|
0 | 0 | N/A | 0 |
TIDMTOMK RNS Number : 0378T Tomkins plc 21 September 2010 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 or regulations of such jurisdiction 21 September 2010 Recommended cash acquisition of Tomkins plc by Pinafore Acquisitions Limited Scheme of Arrangement sanctioned by Court On 27 July 2010 the Independent Directors of Tomkins and the board of Pinafore announced that they had reached agreement on the terms of a recommended cash acquisition of the entire issued and to be issued share capital of Tomkins by Pinafore, to be implemented by way of a Court-sanctioned Scheme of Arrangement under Part 26 of the Companies Act. The Independent Directors of Tomkins are pleased to announce that the Court has today sanctioned the Scheme. In order for the Scheme to become effective in accordance with its terms, the Court must now confirm the Reduction of Capital which is scheduled to take place on 23 September 2010, and the Court Orders must be delivered to and, in the case of the Second Court Order confirming the Reduction of Capital, be registered by, the Registrar of Companies. It is expected that this will occur on or before 24 September 2010, and therefore 23 September 2010 will be the last day of dealings in Tomkins Shares on the London Stock Exchange and the last day of dealings in Tomkins ADRs on the New York Stock Exchange. It is expected that Tomkins Shares will cease to be listed on the Official List of the UK Listing Authority and their admission to trading on the main market of the London Stock Exchange will be cancelled at 8.00 a.m. (London time) on 28 September 2010, and that the Tomkins ADRs will be permanently suspended from trading on the New York Stock Exchange from 5.00 p.m. (New York time) on 24 September 2010. Unless the context otherwise requires, terms defined in the announcement of the acquisition on 27 July 2010 have the same meaning in this announcement. Enquiries: +-------------------------------+---------------+ | J.P. Morgan Cazenove | +44 (0)20 | | (financial adviser to | 7742 4000 | | Tomkins) | | +-------------------------------+---------------+ | Edmund Byers | | | Barry Weir | | | Patrick Magee | | +-------------------------------+---------------+ | Finsbury (PR adviser to | +44 (0)20 | | Tomkins) | 7251 3801 | +-------------------------------+---------------+ | Rollo Head | | | Clare Hunt | | +-------------------------------+---------------+ J.P. Morgan plc, which conducts its UK investment banking businesses as J.P. Morgan Cazenove and is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Tomkins and for no one else in connection with the Acquisition and will not be responsible to anyone other than Tomkins for providing the protections afforded to clients of J.P. Morgan plc nor for providing advice in relation to the Acquisition or any matter referred to in this announcement. The distribution of this announcement to persons who are not resident in the United Kingdom may be affected by the laws of the relevant jurisdictions in which they are located or of which they are citizens. Persons who are not resident in the United Kingdom should inform themselves about, and observe, any applicable legal or regulatory requirements of their jurisdictions. Further details in relation to overseas shareholders are contained in the Scheme Document. Dealing disclosure requirements 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 paper 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 paper 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 paper 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 p.m. (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 p.m. (London time) on the 10th business day following the announcement in which any paper offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a paper 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 paper offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any paper 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 paper 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 p.m. (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 paper 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. If you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure, you should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129. Publication on website A copy of this announcement will be available on the "Recommended Acquisition by Pinafore Acquisitions Limited" section of the Investors page of the Tomkins website (www.tomkins.co.uk) by no later than 5.00 p.m. (London time) on 21 September 2010. This information is provided by RNS The company news service from the London Stock Exchange END SOAKKDDQKBKDDCB
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