Preliminary approach to Evolution Group PLC (7368L)
04 Agosto 2011 - 9:38AM
UK Regulatory
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RNS Number : 7368L
Investec PLC
04 August 2011
Investec Limited Investec plc
Incorporated in the Republic of South Incorporated in England and
Africa Wales
Registration number 1925/002833/06 Registration number 3633621
JSE share code: INL JSE share code: INP
ISIN: ZAE000081949 ISIN: GB00B17BBQ50
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.
THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.4 OF THE CITY CODE ON
TAKEOVERS AND MERGERS ("CODE"). IT DOES NOT REPRESENT A FIRM
INTENTION TO MAKE AN OFFER UNDER RULE 2.5 OF THE CODE. ACCORDINGLY,
THERE CAN BE NO CERTAINTY THAT ANY OFFER WILL ULTIMATELY BE MADE OR
AS TO THE TIMING OF ANY OFFER, IF MADE.
FOR IMMEDIATE RELEASE
4 August 2011
Investec plc - Preliminary approach to The Evolution Group
PLC
Investec plc ("Investec") notes the recent announcement made by
The Evolution Group PLC ("Evolution") stating that it has received
an indicative offer approach. Investec confirms, in line with its
existing strategy, that it has made a preliminary approach
regarding a potential share offer for the entire issued and to be
issued share capital of Evolution, the Investment Banking and
Private Client Investment Management group.
The preliminary approach was made subject to a number of
pre-conditions including, inter alia, obtaining a unanimous
recommendation from the Evolution Board and the satisfactory
completion of certain due diligence requirements. Investec reserves
the right to waive any or all of its pre-conditions. Further,
Investec also reserves the right to vary the form and / or mix of
consideration and / or introduce other forms of consideration.
There can be no certainty an offer will be made, even if the
pre-conditions are satisfied or waived or the timing of any
offer.
This is an announcement falling under Rule 2.4 of the City Code
on Takeovers and Mergers ("Code"). It does not represent a firm
intention to make an offer under Rule 2.5 of the Code. Accordingly,
there can be no certainty that any offer will ultimately be made or
as to the timing of any offer, if made.
A further announcement will be made as and when appropriate.
Enquiries:
Investec plc
Ursula Nobrega, Investor
Relations +44 20 7597 5546
--------------------------- -------------------
Citigate Dewe Rogerson +44 7787 731 607
Jonathan Clare +44 20 7 638 9571
--------------------------- -------------------
A copy of this announcement will be available subject to certain
restrictions relating to persons resident in restricted
jurisdictions at www.investec.co.uk by no later than 12 noon
(London time) on 5 August. The content of the website referred to
in this announcement is not incorporated into and does not form
part of this announcement.
Rule 2.10 disclosure
As part of the dual listed company ("DLC") structure,
disclosures made pursuant to requirements applicable to the London
Stock Exchange or the JSE Limited are released on both
exchanges.
Investec therefore advises of the following in accordance with
Rule 2.10 of the Code:
Investec plc confirms that as at the close of business on 3
August 2011 it had 542,424,043
ordinary shares of GBP0.0002 each in issue excluding shares held
in treasury.
The ISIN reference for these securities is GB00B17BBQ50.
Investec Limited confirms that as at the close of business on 3
August 2011 it had 276,020,221 ordinary shares of ZAR0.0002 each in
issue excluding shares held in treasury.
The ISIN reference for these securities is ZAE000081949.
Dealing Disclosure Requirements of the Takeover Code (the
"Code")
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 pm (London time) on the 10th business
day following the commencement of the offer period and, if
appropriate, by no later than 3.30 pm (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 pm (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.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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