Offer Update
Crown Eyeglass PLC
14 July 2000
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO
THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN
RECOMMENDED CASH OFFER BY MOMENTAI PLC TO ACQUIRE THE WHOLE OF THE ISSUED
SHARE CAPITAL OF CROWN EYEGLASS PLC (THE OFFER)
Momentai plc (Momentai) announces that at the extraordinary general meeting of
Crown Eyeglass plc (Crown Eyeglass) held on Thursday 13 July 2000, the
ordinary resolution proposed to approve the Offer was duly passed.
Accordingly, the condition set out in paragraph 1.8 of Part A of Appendix 1 to
the Offer Document dated 23 June 2000 (Offer Document) has been satisfied.
Momentai also announces that as at 3.00 pm on Friday, 14 July 2000 (the first
closing date of the Offer) valid acceptances under the Offer had been received
in respect of 1,348,405 ordinary shares in Crown Eyeglass (Crown Eyeglass
Shares), representing approximately 84.27 per cent. of the issued share
capital of Crown Eyeglass.
In accordance with the provisions of the conditions set out in paragraph 1.1
of Part A of Appendix 1 to the Offer Document (Condition 1.1), Momentai has
determined that the level of valid acceptances it has received referred to
above is sufficient to satisfy Condition 1.1. Accordingly, all outstanding
conditions to the Offer have now been satisfied and, the Offer has been
declared unconditional in all respects. The Offer will remain open for
acceptance until further notice. A cheque for cash or a certificate in
respect of Loan Notes to which an accepting Crown Eyeglass Shareholder is
entitled, pursuant to the terms of the Offer, will be despatched by post
within 14 days, provided a valid acceptance, which is complete in all
respects, has been received.
Momentai urges Crown Eyeglass Shareholders who have not already done so to
accept the Offer. To accept the Offer, Crown Eyeglass Shareholders should
complete and return the Form of Acceptance, in accordance with the
instructions printed on it, whether or not their Crown Eyeglass Shares are in
CREST, as soon as possible.
The Offer Period commenced on 20 June 2000, being the date of the announcement
of the Offer. Prior to the Offer Period, Momentai had no interest in the
issued share capital of Crown Eyeglass. Martin Lee, Joe Lee, Thelma Lee,
Linda Lee, Deena Singer, Kathleen Thompson and Gillian Douglas, persons deemed
to be acting in concert with Momentai, held 584,875 Crown Eyeglass Shares,
representing approximately 36.55 per cent. of the issued share capital of
Crown Eyeglass. Momentai has now received valid acceptances in respect of all
these Crown Eyeglass Shares and these are included in the level of acceptances
referred to above.
As at the commencement of the Offer Period, Momentai had received irrevocable
undertakings to accept the Offer in respect of 1,051,575 Crown Eyeglass Shares
representing, in aggregate, 65.7 per cent. of the issued share capital of
Crown Eyeglass. As at 3.00 pm on 14 July 2000, Momentai has received valid
acceptances in respect of all of the Crown Eyeglass Shares which were the
subject of these irrevocable undertakings, representing in aggregate 65.7 per
cent. of the issued share capital of Crown Eyeglass.
Save as disclosed within this announcement, since the commencement of the
Offer Period, neither Momentai nor any person acting in concert with Momentai
has acquired or agreed to acquire any Crown Eyeglass Shares (or rights over
such shares).
Enquiries:
Martin Lee, Crown Eyeglass 01254 51535
Philip Johnson, Brown Shipley 0161 214 6540
The directors of Momentai accept responsibility for the information contained
within this announcement. To the best of the knowledge and belief of the
directors of Momentai (who have taken all reasonable care to ensure that such
is the case), the information contained in this announcement is in accordance
with the facts and does not omit anything likely to affect the import of such
information.
This announcement should be read in conjunction with the Offer Document dated
23 June 2000 (and the definitions contained in it apply, where the context
permits, to this announcement) and the Form of Acceptance.
As at 13 July 2000 (the latest practicable date prior to the date of this
announcement), the directors of Momentai were not aware of any material change
in the information contained in the Offer Document.
This announcement has been approved, solely for the purposes of section 57 of
the Financial Services Act 1986, by Walker Morris, which is regulated in the
conduct of investment business by the Law Society of England and Wales.
Copies of this announcement will be available for inspection at the offices of
Brown Shipley, Founders Court, Lothbury, London, EC2R 7HE during the normal
business hours of any weekday (Saturdays and public holidays excepted) during
the period for which the Offer remains open for acceptance.