Supplemental Form 8 (OPD) Bra

RNS Number : 4386N

Brooks Macdonald Group PLC

10 June 2010

 



SUPPLEMENTAL FORM 8 (OPEN POSITIONS)

DETAILS OF OPEN OPTION AND DERIVATIVE POSITIONS, AGREEMENTS TO PURCHASE OR SELL ETC.

Note 5(i) on Rule 8 of the Takeover Code (the "Code")

1.         KEY INFORMATION

Identity of person whose open positions are being disclosed:	Brooks Macdonald Group plc ("Brooks Macdonald")
Name of offeror/offeree in relation to whose relevant securities the disclosure relates:	Braemar Group plc ("Braemar")

2.         OPTIONS AND DERIVATIVES

Class of relevant security	Product description e.g. call option	Written or purchased	Number of securities to which option or derivative relates	Exercise price per unit	Type e.g. American, European etc.	Expiry date

3.         AGREEMENTS TO PURCHASE OR SELL ETC.

Full details should be given so that the nature of the interest or position can be fully understood:

Pursuant to the Management Share Purchase Agreement (which is conditional upon the Offer becoming or being declared unconditional in all respects), Braemar Management and the relevant members of their families have agreed to exchange all of their existing Ordinary Shares (amounting in aggregate to 48,257,421 Ordinary Shares) for New Brooks Macdonald Shares.  For the purposes of such exchange, the Ordinary Shares are valued at 2.25 pence per share and the New Brooks Macdonald Shares are valued at £7.764 per share, being the volume weighted average share price of Brooks Macdonald Shares over the five Dealing Days prior to the Announcement Date. It is a condition of the Offer that the Independent Shareholders approve the Management Share Purchase Agreement.  Accordingly, the Resolution will be put to the Independent Shareholders at the General Meeting, formal notice of which will be set out in the Offer Document.

Note that defined terms in this form have the same meaning as in the announcement of Brooks Macdonald's recommended cash offer for Braemar on 8 June 2010

 

END

 

 

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