Statement Regarding Wellstrea

RNS Number : 9309T

General Electric Company

06 October 2010

 

6 October 2010

General Electric Company ("GE")

Statement Regarding Wellstream Holdings PLC ("Wellstream" or the "Company")

As required by The Panel on Takeovers and Mergers, following recent press speculation, GE confirms that it made a proposal to the board of Wellstream regarding a potential acquisition of the Company.  Its proposal was at 750 pence per share in cash and was subject to due diligence and other conditions.

GE is disappointed that the board of Wellstream has not accepted its proposal.

GE is disciplined in its acquisitions, and as such, there can be no certainty that it will take any further action.

GE reserves the right to make an offer on less favourable terms than those set out in this announcement following completion of due diligence, if commenced, or in the absence of completed due diligence, or in the event that agreement and recommendation in respect of such terms are reached with the board of Wellstream.  GE also reserves the right to reduce its offer from the terms set out in this announcement to the extent that Wellstream announces, declares or pays any dividends to its shareholders in addition to the dividend of 4.0 pence payable on 13 October 2010.

Media Contact:

Anne Eisele                                                                                           [phone] (Office)

[phone] (Mobile)

Disclosure requirements of the Takeover Code (the "Code")

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any paper 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 paper 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 paper 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 10^th 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 paper offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a paper offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the 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 paper offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any paper 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 paper 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 paper 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 [phone].

 

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