TIDMZZZZ TIDMSVU
RNS Number : 5744G
Cyrun Finance Ltd
13 May 2011
Replacement of RNS announcement Number 1576G released at 17.38
on 6 May 2011, showing the corrected number of SVM Shares held by
Cyrun Finance Ltd at 4pm on 6 May 2011. The correction represents
less than 0.1% of SVM's issued share capital and the percentage
figures have not changed.
Not for release, publication or distribution in whole or in part
into ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION
OF THE RELEVANT LAWS OF SUCH JURISDICTION
FOR IMMEDIATE RELEASE
6 MAY 2011
THE offer by
CYRUN FINANCE, LTD
FOR
SVM UK ACTIVE FUND PLC
IS NOW BEING MADE ON A MANDATORY BASIS AND IS EXTENDED
Mandatory Offer Summary
-- The Board of Cyrun is pleased to announce that following the
purchase of additional SVM Shares increasing Cyrun's holding to
over 30% of SVM's issued share capital, the cash offer by Cyrun to
acquire the entire issued and to be issued share capital of SVM UK
Active Fund PLC is now being made on a mandatory basis.
-- The Offer is extended and the next closing date is at 1.00pm
on 20 May 2011.
-- There is no change to the terms of the Offer, which remains
conditional only on the total of SVM Shares held by Cyrun and
persons acting in concert with it and acceptances received mounting
to over 50% of SVM's issued share capital.
-- The cash consideration will be determined by reference to a
formula based on the net assets per SVM Share (referred to as the
"Formula Asset Value" or "FAV") as at the date the Offer becomes
unconditional as to acceptances. The Offer Price is 94.25% of FAV,
subject to a minimum of 191.2 pence per SVM Share.
-- Based on the Offer Illustration the Offer values each SVM
Share at approximately 191.2p and values the entire issued share
capital of SVM at approximately GBP60.7 million and represents a
premium of approximately 12.5% to the closing price of 170p per SVM
Share on 15 March 2011, being the last Business Day prior to the
announcement of a possible offer for SVM.
-- As at 1.00 pm on 6 May 2011 Cyrun had received valid
acceptances of the Offer in respect of 1,114,173 SVM Shares
representing 3.5% of SVM's issued share capital. As at 4.00pm today
Cyrun holds 10,535,055 SVM Shares representing 33.2% of SVM's
issued share capital. There were no purchases of SVM Shares
included in the above acceptance figure between 1.00pm and 4.00 pm
today. C Reid, an employee of Fairfax who has a beneficial interest
in 1,594 SVM Shares (representing 0.005% of its issued share
capital) is deemed to be acting in concert with Cyrun. The total of
the foregoing shares and valid acceptances which count towards the
acceptance condition is therefore 11,650,822 SVM Shares
representing 36.7% of SVM's issued share capital.
Enquiries:
Cyrun Finance, Ltd Tel: 001 303 442-2156
Stephen Miller
Fairfax I.S. PLC (financial adviser to Cyrun) Tel: (020) 7598
5368
David Floyd
This summary should be read in conjunction with and is subject
to, the full text of this Announcement (including its appendices)
set out below. Appendix I contains details of the Formula Asset
Value, Appendix II contains the sources and bases of certain
information used in this summary and in the following Announcement.
Appendix III contains definitions of certain terms used in this
summary and the following Announcement.
Neither this summary nor the full text of this Announcement
constitutes or forms part of an offer to purchase or subscribe for
any securities. The Offer will be made solely by the Offer Document
and (in the case of SVM Shares held in certificated form) the Form
of Acceptance, which together will contain the full terms and
conditions of the Offer, including details of how the Offer may be
accepted.
A copy of this Announcement and certain information published or
otherwise made available by Cyrun in connection with the Offer is
available at: www.cyrun.co.uk.
Not for release, publication or distribution in whole or in part
into ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION
OF THE RELEVANT LAWS OF SUCH JURISDICTION
FOR IMMEDIATE RELEASE
6 May 2011
THE offer by
CYRUN FINANCE, LTD
FOR
SVM UK ACTIVE FUND PLC
IS NOW BEING MADE ON A MANDATORY BASIS AND IS EXTENDED
1. Introduction
Cyrun made a cash offer to acquire the entire issued and to be
issued share capital of SVM on 23 March 2011 at which point Cyrun
held 8,162,393 SVM Shares representing 25.7% of its issued share
capital.
The Board of Cyrun is pleased to announce that, following the
purchase of additional SVM Shares increasing Cyrun's holding to
over 30% of SVM's issued share capital, the cash offer by Cyrun to
acquire the entire issued and to be issued share capital of SVM not
already owned by Cyrun is now being made on a mandatory basis in
accordance with Rule 9 of the Takeover Code.
The Offer is extended and the next closing date is at 1.00pm on
20 May 2011.
There is no change to the terms of the Offer, which remains
conditional only on the total of SVM Shares held by Cyrun and
persons acting in concert with it and acceptances received
amounting to over 50% of SVM's issued share capital.
As at 1.00 pm on 6 May 2011 Cyrun had received valid acceptances
of the Offer in respect of 1,114,173 SVM Shares representing 3.5%
of SVM's issued share capital. As at 4.00pm today Cyrun holds
10,535,055 SVM Shares representing 33.2% of SVM's issued share
capital. There were no purchases of SVM Shares included in the
above acceptance figure between 1.00pm and 4.00 pm today. C Reid,
an employee of Fairfax who has a beneficial interest in 1,594 SVM
Shares (representing 0.005% of its issued share capital) is deemed
to be acting in concert with Cyrun. The total of the foregoing
shares and valid acceptances which count towards the acceptance
condition is therefore 11,650,822 SVM Shares representing 36.7% of
SVM's issued share capital.
A copy of this Announcement and certain information published or
otherwise made available by Cyrun in connection with the Offer is
available at: www.cyrun.co.uk.
2. Offer Price
The amount of cash consideration will be determined by reference
to a formula based on the net assets per SVM Share as at the date
the Offer becomes unconditional as to acceptances, subject to a
minimum of 191.2 pence per SVM Share.
This formula is referred to as the 'FAV' or 'Formula Asset
Value'. The calculation of the Formula Asset Value is described in
Appendix I of this document.
The Offer Price is:
For every SVM Share 94.25% of FAV, subject to a minimum of 191.2
pence, in cash
For illustrative purposes only, had the Calculation Date been 29
April 2011 (being the date of the most recent net asset value of a
SVM Share (calculated on a cum-income basis) published prior to the
publication of this Announcement):
-- 94.25% of FAV would have valued each SVM Share at
approximately 187.48p, however the improved minimum Offer Price
would have been 191.2p,
-- the Offer Price of 191.2p per SVM Share represents a premium
of approximately 12.5 per cent. to the Closing Price of 170p per
SVM Share on 15 March 2011 being the last dealing day prior to the
announcement of the possible offer for SVM;
-- the Offer Price of 191.2p per SVM Share represents a discount
of approximately 5.7 per cent. to the most recently announced net
asset value per SVM Share; and
-- the value of the entire issued share capital of SVM at the
Offer Price would have been approximately GBP60.74 million.
(the "Offer Illustration").
The FAV calculation for SVM is based on the net asset value per
SVM Share as at close of business on 29 April 2011 (being the date
of the most recent net asset value of a SVM Share published prior
to the publication of this Announcement), assumes bid defence and
other related costs of GBP0.6m and contract termination costs of
approximately GBP0.6m. These cost estimates may well be higher or
lower than the amounts actually incurred or due, in which case the
value of the Offer to SVM Shareholders would be greater or less.
The actual FAV will be based on figures calculated by SVM and
agreed with Cyrun.
The SVM Shares will be acquired by Cyrun, pursuant to the Offer,
fully paid and free from all liens, equities, charges,
encumbrances, rights of pre-emption and any other interest of any
nature whatsoever and together with all rights now or hereafter
attaching thereto, including voting rights and the right to receive
and retain in full all dividends and other distributions (if any)
made or paid on or after 17 March 2011.
The availability of the Offer to persons not resident in the
United Kingdom may be affected by the laws of the relevant
jurisdictions. Persons who are not resident in the United Kingdom
should inform themselves about and observe any applicable legal or
regulatory requirements.
3. Previous acceptors of the Offer
SVM Shareholders who have already accepted the Offer will obtain
the benefit of, and be deemed to have accepted, the mandatory
Offer. Such SVM Shareholders need take no further action (assuming
its Form(s) of Acceptance have been delivered valid and complete in
all respects), or, in the case of uncertificated holders, a valid
TTE message has been received.
4. Condition of the Offer
The Offer is conditional only on Cyrun having received (which
have not, where permitted, been withdrawn) by not later than 1.00
p.m. on 20 May 2011 (or such later time(s) and/or date(s) as Cyrun
may, subject to the rules of the Code, decide) valid acceptances in
respect of SVM Shares which, together with the SVM Shares acquired,
or agreed to be acquired, by Cyrun and any person acting in concert
with it, before or after the making of the Offer, will result in
Cyrun and persons acting in concert with it holding SVM Shares
carrying over 50% of the voting rights capable of being exercised
in general meetings of SVM.
5. General
Grafico Azioni Svm Uk Active Fund (LSE:SVU)
Storico
Da Mag 2024 a Giu 2024
Grafico Azioni Svm Uk Active Fund (LSE:SVU)
Storico
Da Giu 2023 a Giu 2024
