6 June 2011
Publication of Prospectus
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (DIRECTLY OR INDIRECTLY) IN WHOLE OR IN PART IN, INTO, WITHIN OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.
IP GROUP PLC
("IP Group" or the "Company")
PUBLICATION OF PROSPECTUS
Further to the Company's announcement on 3 June 2011 (the "Placing and Open Offer: Pricing Announcement), the Company announces that a prospectus ("the Prospectus") and notice convening a General Meeting of the Company to be held at the Company's offices at 24 Cornhill, London EC3V 3ND at 2.00 p.m. on 21 June 2011, was posted to Shareholders on 4 June 2011.
A copy of the Prospectus will be submitted to the National Storage Mechanism and will shortly be available for inspection at www.Hemscott.com/nsm.do. In addition, the Prospectus is available to view on the Company's website (www.ipgroupplc.com) and will be available for inspection at the offices of Pinsent Masons LLP, 30 Crown Place, London, EC2A 4ES and at the offices of IP Group, 24 Cornhill, London, EC3V 3ND.
The final allocation of the New Ordinary Shares issued pursuant to the Placing has resulted in the subscription of Lansdowne Partners Limited no longer being classified as a related party transaction for the purposes of Chapter 11 of the Listing Rules. Consequently there will be no resolution proposed at the General Meeting to approve this transaction as originally envisaged.
Words and expressions used in this announcement have the meanings given in the Placing and Open Offer: Pricing Announcement.
Enquiries (analysts and investors only): IP Group plc |
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Alan Aubrey, Chief Executive Officer Greg Smith, Chief Financial Officer Liz Vaughan-Adams, Communications |
Tel: +44 (0) 20 7444 0050 +44 (0) 20 7444 0050 +44 (0) 20 7444 0062 / +44 (0) 7979 853 802 |
Numis Securities Limited |
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Michael Meade / James Black / Nick Stamp
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Tel: +44 (0) 20 7260 1000 |
Financial Dynamics |
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Ben Atwell / John Dineen |
Tel: +44 (0) 20 7831 3113 |
The distribution of this announcement in certain jurisdictions may be restricted by law. Persons into whose possession this document comes should inform themselves about and observe any restrictions on the distribution of this announcement. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdictions. Persons receiving this announcement should not distribute or send it into any jurisdiction where to do so would or might contravene local securities laws or regulations.
This announcement is not for publication, release or distribution, directly or indirectly, in whole or in part, in or into the United States, any of the Excluded Territories or any jurisdiction in which the same would be unlawful. 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 under any state securities laws and may not be offered or sold within the United States absent registration or an exemption from registration under the Securities Act, or as part of a transaction not subject to, the registration requirements of the Securities Act. The New Ordinary Shares have not been and will not be registered under the applicable securities laws of any of the Excluded Territories and subject to certain exceptions, the New Ordinary Shares may not be offered or sold in any of the Excluded Territories or to, or for the account or benefit of, any resident of any of the Excluded Territories. There will be no public offer of securities in the United States, the Excluded Territories, the United Kingdom or elsewhere.
This announcement is for information purposes only and does not constitute or form part of an offer to sell or issue or the solicitation of an offer to subscribe for or buy, any New Ordinary Shares in the United States or any other jurisdiction in which, such sale, offer or solicitation is unlawful. In particular, this announcement is not for publication, release or distribution, in whole or in part, in or into the United States or any of the Excluded Territories.
This announcement has been issued by the Company and is the sole responsibility of the Company. No representation or warranty express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Numis Securities Limited or by any of its respective affiliates or agents as to or in relation to the accuracy or completeness of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefor is expressly disclaimed.
Numis Securities Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting for the Company and for no-one else in connection with the contents of this announcement and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Numis Securities Limited, or for providing advice in relation to the contents of this document or any matters referred to herein.
The contents of this announcement are not to be construed as legal, financial or tax advice. If necessary, each recipient of this announcement should consult his, her or its own legal adviser, financial adviser or tax adviser for legal, financial or tax advice.
This announcement contains (or may contain) certain forward-looking statements with respect to certain of the Company's current expectations and projections about future events. These statements, which sometimes use words such as "anticipate", "believe", "intend", "estimate", "expect" and words of similar meaning, reflect the directors' beliefs and expectations and involve a number of risks, uncertainties and assumptions that could cause actual results and performance to differ materially from any expected future results or performance expressed or implied by the forward-looking statement. Statements contained in this announcement regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. The information contained in this announcement is subject to change without notice and neither Numis Securities Limited nor, except as required by applicable law, the Company assumes any responsibility or obligation to update publicly or review any of forward-looking statements contained herein. You should not place undue reliance on forward-looking statements, which speak only as of the date of this announcement. No statement in this announcement is or is intended to be a profit forecast or to imply that the earnings of the Company for the current or future financial years will necessarily match or exceed the historical or published earnings of the Company. The price of shares and the income from them may go down as well as up and investors may not get back the full amount invested on disposal of the shares.