TIDMSHRE
RNS Number : 0417Y
Share PLC
03 May 2019
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
THIS ANNOUNCEMENT IS NOT AN ANNOUNCEMENT OF A FIRM INTENTION TO
MAKE AN OFFER UNDER RULE 2.7 OF THE CITY CODE ON TAKEOVERS AND
MERGERS (THE "TAKEOVER CODE") AND THERE CAN BE NO CERTAINTY THAT AN
OFFER WILL BE MADE FOR SHARE PLC, NOR AS TO THE TERMS ON WHICH AN
OFFER MAY BE MADE
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
FOR IMMEDIATE RELEASE
3 May 2019
Share PLC
(the "Company" or the "Group")
Statement re. Possible Offer and Rule 2.9 announcement
The board of directors of the Company (the "Board") notes the
recent rise in the Company's share price. The Board can confirm
that it has received a preliminary approach which may or may not
lead to an offer being made for the Company. The preliminary
approach for the Company is from Interactive Investor Services
Limited ("Interactive Investor"). There can be no certainty that an
offer will be made for the Company, nor as to the terms on which an
offer may be made.
Rule 2.6(a) of the Takeover Code, requires that Interactive
Investor, by no later than 5.00 p.m. on 31 May 2019 (the "relevant
deadline"), either announce a firm intention to make an offer for
the Company in accordance with Rule 2.7 of the Takeover Code or
announce that it does not intend to make an offer, in which case
the announcement will be treated as a statement to which Rule 2.8
of the Takeover Code applies. This deadline will not be extended
other than with the consent of the Takeover Panel.
This is an announcement falling under Rule 2.4 of the Takeover
Code and does not constitute an announcement of a firm intention to
make an offer under Rule 2.7 of the Takeover Code.
A further announcement will be made as and when appropriate.
For further information please contact:
Share plc
Richard Stone, Chief Executive 01296 439 270 / 07919 220 599
Mike Birkett, Finance Director 01296 439 479
Cenkos Securities plc 020 7397 8900
Mark Connelly / Camilla Hume
KTZ Communications (Financial Public Relations) 020 3178 6378
Katie Tzouliadis / Irene Bermont--Penn / Emma Pearson
Important Notices
Disclosure Requirements of the Takeover Code
Under Rule 8.3(a) of the Takeover Code, any person who is
interested in 1% or more of any class of relevant securities of an
offeree company or of any securities exchange 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 securities exchange 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 securities exchange 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 securities exchange offeror
is first identified. Relevant persons who deal in the relevant
securities of the offeree company or of a securities exchange
offeror prior to the deadline for making an Opening Position
Disclosure must instead make a Dealing Disclosure.
Under Rule 8.3(b) of the Takeover 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 securities exchange
offeror must make a Dealing Disclosure if the person deals in any
relevant securities of the offeree company or of any securities
exchange 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 securities exchange 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
securities exchange 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.
Rule 2.9
In accordance with Rule 2.9 of the Takeover Code, the Company
confirms that it has 143,652,334 ordinary shares of 0.5 pence each
in issue ("Ordinary Shares"). The ISIN reference for these
securities is GB0001977866. The Company holds no Ordinary Shares in
treasury.
Publication of this Announcement
A copy of this announcement will be available, subject to
certain restrictions relating to persons resident in restricted
jurisdictions, at www.share.com no later than 12 noon (London time)
on 7 May 2019. The content of the website referred to in this
announcement is not incorporated into and does not form part of
this announcement.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
OFDGCGDUGUGBGCX
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May 03, 2019 06:01 ET (10:01 GMT)
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