Placing and Open Offer Update

RNS Number : 8351V

Aminex PLC

17 July 2009

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN PART OR IN WHOLE IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, NEW ZEALAND, SWITZERLAND OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

This announcement, which has been prepared by Aminex plc, is an advertisement and not a prospectus. A prospectus in relation to the Placing and Open Offer is being published today, 17 July 2009. The Prospectus will be available, free of charge, in electronic form to Qualifying Shareholders on the Company's website at ww.aminex-plc.com and in printed format until 11.00 a.m. on 7 August 2009 at the Company's registered office at 6 Northbrook Road, Dublin 6, Ireland and at the offices of Davy, Davy House, 49 Dawson Street, Dublin 2, Ireland or at the offices of Astaire Securities, 30 Old Broad Street, London EC2N 1HT, United Kingdom. Persons receiving or reviewing this announcement should not subscribe for or purchase any Ordinary Shares except on the basis of the information in the Prospectus.  

17 July 2009

Aminex plc

("Aminex" or "the Company")

PLACING AND OPEN OFFER UPDATE

The Board of Aminex is pleased to advise that a Prospectus will be published today (17 July 2009) in connection with the proposed Placing and Open Offer announced by the Company on 30 June 2009. The completion of the Placing and the implementation of the Open Offer are conditional, inter alia, upon shareholder approval.  Such approval is to be sought at an extraordinary general meeting of the Company convened to be held at 12 noon on 23 July 2009 at The Charlotte Street Hotel, Charlotte Street, London W1T 1RJ, United Kingdom. 

The expected timetable of principal events in connection with the Placing and the Open Offer is as follows:

Event	Time and/or Date
Record Date for entitlement under the Open Offer	5.00 p.m. 14 July 2009
Prospectus published	17 July 2009
Open Offer Entitlements credited to CREST stock accounts	8.00 a.m. on 20 July 2009
Latest time and date for receipt of Forms of Proxy/CREST proxy instructions in respect of EGM	12.00 noon on 21 July 2009
Extraordinary General Meeting	12.00 noon on 23 July 2009
Recommended latest time for requesting withdrawal of Open Offer Entitlements from CREST (i.e. if your Open Offer Entitlements are in CREST and you wish to convert them to certificated form)	4.30 p.m. 24 July 2009
Latest time for depositing Open Offer Entitlements into CREST	3.00 p.m. 27 July 2009
Latest time and date for splitting Application Forms (to satisfy bona fide market claims only)	3.00 p.m. 29 July 2009
Issue of Placing Shares	24 July 2009
Admission to trading and commencement of dealings in Placing Shares on the Irish and London Stock Exchanges	8.00 a.m. on 24 July 2009
Crediting of Placing Shares to CREST accounts	10.00 a.m. on 24 July 2009
Despatch of definitive share certificates for the Placing Shares in certificated form by no later than	28 July 2009
Latest time and date for receipt of completed Application Forms and payment in full or settlement of relevant CREST instructions under the Open Offer	11.00 a.m. on 4 August 2009
Issue of Open Offer Shares	10 August 2009
Admission to trading and commencement of dealings in Open Offer Shares on the Irish and London Stock Exchanges	8.00 a.m. on 10 August 2009
Crediting of Open Offer Shares to CREST accounts	10.00 a.m. on 10 August 2009
Despatch of definitive share certificates for the Open Offer Shares in certificated form by no later than	12 August 2009

Notes:

(1)    All references to time in this announcement are to time in London.

(2)    The dates set out in the "Expected Timetable of Principal Events" above may be adjusted by Aminex, in which event details of new dates will be notified, via a Regulatory Information Service, to the Irish Stock Exchange, the FSA and the London Stock Exchange and, where appropriate, to Qualifying Shareholders.

(3)    Unless the context otherwise requires, terms defined in the Prospectus dated 17 July 2009 shall have the same meaning in this announcement.

Enquiries:

For further information:
Aminex
Brian Hall, Chairman	Tel: [phone]
Davy
Eugenée Mulhern / Brian Garrahy	Tel: [phone]
Astaire Securities
Jerry Keen / Shane Gallwey	Tel: + 44 (0) 20 7448 4492
Pelham Public Relations
Archie Berens	Tel: [phone]

The contents of this announcement have been approved for the purposes of section 21(2) of the Financial Services and Markets Act 2000 of the United Kingdom by Davy. 

J&E Davy (''Davy'') (which is regulated in Ireland by the Irish Financial Services Regulatory Authority) and Astaire Securities plc (''Astaire Securities") (which is regulated in the UK by the Financial Services Authority) are acting exclusively for Aminex in connection with the requirements of the Placing and Open Offer and for no one else and will not be responsible to any other person for providing the protection afforded to customers of Astaire Securities or Davy respectively nor for providing advice in connection with this announcement.

Participation in the Open Offer will not be available to shareholders resident in the United States, Australia, Canada, New Zealand, Switzerland or any other jurisdiction where it would be unlawful to offer participation.

This announcement does not constitute, or form part of, an offer of, or the solicitation of any offer to subscribe for or buy, any of the New Ordinary Shares to be issued or sold in connection with the Placing and/or Open Offer. Investors should not subscribe for or purchase any securities referred to in this announcement except on the basis of information in the Prospectus to be published by the Company in due course in connection with the Placing and Open Offer.

The offer of the New Ordinary Shares in certain jurisdictions may be restricted by law and therefore potential investors should inform themselves about and observe any such restrictions. This announcement is not for publication or distribution, directly or indirectly, in or into the United States, Australia, Canada, New Zealand, Switzerland or any other jurisdiction in which such publication or distribution would be a violation of the relevant laws of such jurisdiction. This announcement is for information only and does not constitute an offer or invitation to acquire or dispose of New Ordinary Shares in the United States, Australia, Canada, New Zealand, Switzerland or any other jurisdiction in which such offer or invitation would be a violation of the relevant laws of such jurisdiction. In particular, the Placing and Open Offer will not be an offer of securities for sale in the United States. Securities may not be offered or sold in the United States absent registration or an exemption from registration. There will be no public offering of New Ordinary Shares in Aminex in the United States. The New Ordinary Shares have not been and will not be registered under the US Securities Act of 1933, as amended ('the Securities Act'), or with any securities regulatory authority of any state or other jurisdiction of the United States, and may not be offered or sold in the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. 

Past performance is no guide to future performance and persons needing advice should consult an independent financial adviser.

The distribution of this announcement may be restricted by law. No action has been taken that would permit the possession or distribution of this announcement in any jurisdiction where action for that purpose is required.

 

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