No revised offer document, will be posted to SVM Shareholders as
a result of the Offer becoming a mandatory offer, because there is
no change to the terms and conditions of the Offer. The sole
condition to the Offer is set out in paragraph 4 above All further
terms of the Offer, are set out in the Offer Document, subject to
any revisions and amendments set out in the Improved Offer Document
and, in the case of certificated SVM Shares, in the Form of
Acceptance. In deciding whether to accept the Offer, SVM
Shareholders should rely on the information contained in, and
follow the procedures described in, the Offer Document, the
Improved Offer Document and, if applicable, the Form of
Acceptance.
The availability of the Offer to SVM Shareholders not resident
in or citizens of the United Kingdom may be affected by the laws of
the relevant jurisdictions in which they are citizens or in which
they are resident. Such persons should inform themselves about and
observe any applicable legal or regulatory requirements of any such
relevant jurisdiction.
In particular, the Offer is not being made, directly or
indirectly, in, into, or by the use of the mails of or any means or
instrumentality (including, without limitation, by means of
facsimile or electronic transmission, telephone or internet) of
interstate or foreign commerce of, or any facilities of a
securities exchange of or in to into, any Restricted Jurisdiction,
or in any other jurisdiction if to do so would constitute a
violation of the relevant laws of such jurisdiction and the Offer,
when made, will not be capable of acceptance by any such use,
means, instrumentality or facility from or within any Restricted
Jurisdiction where to do so would constitute a breach of any
relevant securities laws of that Restricted Jurisdiction.
Accordingly, copies of this Announcement are not being, and must
not be, mailed or otherwise distributed or sent in or into or from
any Restricted Jurisdiction or any such other jurisdiction. Doing
so may render invalid any purported acceptance of the Offer. Cyrun
will retain the right to permit the Offer to be accepted and any
sale of any securities pursuant to the Offer to be completed if, in
its sole discretion, it is satisfied that the transaction in
question can be undertaken in compliance with applicable law and
regulation.
Any persons who are subject to the laws of any jurisdiction
other than the United Kingdom should inform themselves about, and
observe any applicable legal or regulatory requirements. Further
information in relation to overseas SVM Shareholders will be set
out in the Offer Document.
This Announcement does not constitute, or form part of, an offer
or an invitation to purchase or subscribe for any securities. The
Offer has been made solely by way of the Offer Document and revised
as set out in the Improved Offer Document, and, where appropriate,
the related Form of Acceptance which together contain the full
terms and conditions of the Offer, including details of how the
Offer may be accepted.
Fairfax is acting exclusively for Cyrun and no one else in
connection with the Offer and will not be responsible to anyone
other than Cyrun for providing the protections afforded to
customers of Fairfax or for providing advice in relation to the
Offer or any other matter referred to herein.
The sole director of Cyrun, Stephen Miller, and Stewart R.
Horejsi accept responsibility for the information contained in this
Announcement, save that the only responsibility accepted by them
for the information given in relation to SVM, which has been
compiled from published sources, has been to ensure that such
information has been correctly and fairly reproduced and presented.
Save as aforesaid, to the best of the knowledge and belief of Mr
Miller and Mr. Horesji (who have taken all reasonable care to
ensure that such is the case) the information contained in this
Announcement for which they are responsible is in accordance with
the facts and does not omit anything likely to affect the import of
such information.
The statements contained in this Announcement are made as at the
date of this Announcement, unless some other time is specified in
relation to them, and publication of this Announcement shall not
give rise to any implication that there has been no change in the
facts set out in this Announcement since such date. Nothing
contained in this Announcement shall be deemed to be a forecast,
projection or estimate of the future financial performance of SVM
except where expressly stated.
The attention of SVM Shareholders is drawn to the fact that
under the Code there are certain UK dealing disclosure requirements
in respect of relevant securities during an offer period. An Offer
Period was deemed to have commenced at 4.17 p.m. on 16 March 2011
when a possible offer by Cyrun for SVM was announced.
Disclosure requirements of the Takeover 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 p.m. (London time) on the 10(th) 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.
Cyrun is a cash offeror for the purposes of the above disclosure
requirements.
This Announcement does not constitute, or form part of, an offer
or invitation to purchase any securities.
APPENDIX I
CALCULATION OF THE FORMULA ASSET VALUE
The FAV per SVM Share shall be calculated as at the close of
business on the Calculation Date (being the date on which the Offer
becomes or is declared unconditional as to acceptances) and shall
be the amount in pence which is the result of the following
formula, rounded to four decimal places (with 0.00005p being
rounded upwards):
FAV per SVM Share = A - B
C
where "A" is the aggregate of:
(i) the value of SVM's investments which are listed, traded,
quoted or dealt in on a recognised stock exchange or on AIM, a
market of the London Stock Exchange, calculated by reference to the
bid quotations or, if not available, prices or the last trade
prices for those investments as at the close of business on the
Calculation Date as derived from the relevant exchange's recognised
method of publication of prices for such investments (any CFD
accounts containing cash and positions to be valued using the
statement from the independent CFD administrator as at the close of
business on the Calculation Date);
(ii) the value of SVM's investments which are dealt in or traded
on any publicly-available exchange or market (including any "over
the counter" market but excluding any exchange or market referred
to in sub-paragraph A (i) above), calculated by reference to the
average of the daily average of the prices marked for such
investments on each of the five business days up to and including
the Calculation Date on which there were dealings or trading in
such investments as derived from the relevant market's recognised
method of publication of prices for such investments;
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
