Tender Offer Results Announcement
21 Giugno 2010 - 8:58AM
UK Regulatory
TIDMDL.
RNS Number : 9282N
Dealogic (Holdings) PLC
21 June 2010
Dealogic (Holdings) plc - Result of Tender Offer
Dealogic (Holdings) plc ("Dealogic" or "the Company"), the provider of a
platform of software, communications and information products to the investment
banking industry, is pleased to announce the result of the Tender Offer referred
to in the circular to Shareholders dated 2 June 2010 ("Circular").
The Tender Offer closed in accordance with its published timetable at 3.00 p.m.
on 17 June 2010. Valid tenders in respect of a total of 21,777,282 Ordinary
Shares were received pursuant to the Tender Offer made by J.P. Morgan Cazenove
("JPMC"), which equates to approximately 32.6 per cent. of the Issued Ordinary
Share Capital.
In accordance with the terms of the Tender Offer, all Shareholders who tendered
up to their Guaranteed Entitlement will have their tenders accepted in full.
Shareholders who tendered in excess of their Guaranteed Entitlement will have
their tenders accepted in full up to their Guaranteed Entitlement and, in
addition, approximately 30.3 per cent. of Tender Offer Shares tendered in excess
of the Guaranteed Entitlement will be accepted.
Under the terms of the repurchase agreement entered into by Dealogic and JPMC,
JPMC has a put option to require the Company to purchase from JPMC the Ordinary
Shares purchased by JPMC pursuant to the Tender Offer at the Tender Offer Price
of GBP2.20. The Ordinary Shares purchased by the Company will be cancelled.
Following completion of the Tender Offer and cancellation of the Ordinary
Shares, the Company will have a total of 53,745,145 Ordinary Shares in issue (or
49,122,644 Ordinary Shares excluding treasury shares). Following completion of
the Tender Offer and for the purposes of Rule 17 of the AIM Rules, Tender Offer
Shares successfully tendered by Directors and significant shareholders (and the
corresponding percentage of Issued Ordinary Share Capital) are as follows:
+---------------+-------------+-------------+---------------+
| | No. of | Ordinary |Percentage of |
| | Ordinary | Shares | Issued |
| | Shares | held | Ordinary |
| | accepted |post-Tender |Share Capital |
| | under | | following |
| | Tender | | Tender Offer |
+---------------+-------------+-------------+---------------+
| Peter Ogden | 5,301,571 | 14,758,714 | 30.04 |
+---------------+-------------+-------------+---------------+
| Philip Hulme | 5,285,714 | 14,714,286 | 29.95 |
+---------------+-------------+-------------+---------------+
| Toby Haddon* | 634,285 | 1,765,715 | 3.59 |
+---------------+-------------+-------------+---------------+
| Simon Hessel | 3,946,101 | 6,903,899 | 14.05 |
+---------------+-------------+-------------+---------------+
| Dealogic | - | 3,131,609 | 6.38 |
| Employee | | | |
| Share Trust | | | |
+---------------+-------------+-------------+---------------+
*Includes Ordinary Shares tendered by Mr Haddon's wife.
Under the terms of an amendment to the Exchange Rights Agreement, Thomas
Fleming, Chief Executive Officer, will, subsequent to the Tender, have the right
to exchange his interests in the company's US subsidiary, Dealogic LLC, for up
to 9,083,748 Ordinary Shares in Dealogic (Holdings) plc.
It is anticipated that consideration for the certificated Ordinary Shares
purchased under the Tender Offer will be sent to Shareholders by 25 June 2010 in
the form of a cheque. CREST account holders will have their CREST accounts
credited by 23 June 2010. Balance certificates will be issued and share
certificates for unsuccessfully tendered Ordinary Shares will be sent by 25 June
2010.
Terms used in this announcement have the same meaning as those in the Circular.
Enquiries
Dealogic (Holdings) plc
Rick McHattie
Helen Vincent
+ 44 (0)20 7379 5650
J.P. Morgan Securities Ltd (Nominated Adviser)
Andrew Hodgkin
Rupert Sadler
+44 (0)20 7588 2828
This information is provided by RNS
The company news service from the London Stock Exchange
END
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