31 March 2010
SPORTS DIRECT INTERNATIONAL PLC ("Sports Direct")
Statement re Blacks Leisure Group plc ("Blacks")
On 29 March 2010, Sports Direct announced that it had approached the Blacks Board and advised that it was seriously considering a material increase in the level of its indicative offer for Blacks.
However, it also advised that it had become aware of indications to Blacks that some key suppliers would not supply Blacks if Sports Direct made a successful offer for Blacks.
In view of the importance of this matter and in order for Sports Direct to determine the level of any increased offer, Sports Direct requested confirmation of, and the details underlying, any supplier indications to Blacks. The Blacks Board has neither provided this information nor denied its existence. Without clarification in relation to this issue, Sports Direct has been unable to finalise its views on the value of any potential offer. Accordingly, Sports Direct has determined that it would not be in its shareholders' interests to make an offer for Blacks at this time.
For the purposes of Rule 2.8 and other relevant provisions of The City Code on Takeovers and Mergers (the "Code"), Sports Direct does, however, reserve the right to announce an offer or possible offer or make or participate in an offer or possible offer for Blacks and/or take any other action which would otherwise be restricted under Rule 2.8 of the Code within the next six months:
(i) with the agreement or recommendation of the board of Blacks;
(ii) in the event that a third party announces a firm intention to make an offer for Blacks;
(iii) in the event that Blacks announces a "whitewash" proposal or a reverse takeover (in each case as defined in the Code); or
(iv) in the event that there is a material change of circumstances.
Sports Direct notes that Blacks has indicated that it intends to proceed with a pre-emptive fundraising. Sports Direct has consistently sought to at least maintain its interest in shares representing approximately 28.5 per cent. of Blacks' issued ordinary share capital. This continues to be Sports Direct's intention but it reserves its rights in relation to, inter alia:
(i) the voting of those shares in respect of the approval of any fundraising;
(ii) the exercise of its pre-emption rights pursuant to any fundraising; and
(iii) the future level of its shareholding in Blacks (subject to the requirements of the Code).
Enquiries:
Financial Dynamics Jonathon Brill Caroline Stewart Alex Beagley |
+44 (0) 20 7831 3113
+44 (0) 7799 605 719 +44 (0) 7894 797 068 |