Offer Update

RNS Number : 3040Q

M. P. Evans Group PLC

28 November 2016

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION

FOR IMMEDIATE RELEASE

M.P. Evans Group PLC ("M. P. Evans" or the "Company")

ANNOUNCEMENT OF INDEPENDENT VALUER'S VALUATION AND DIVIDEND POLICY

On Friday 25 November the Board posted its response to the unsolicited offer made by Kuala Lumpur Kepong Berhad ("KLK") to acquire M.P Evans Group PLC for 740 pence per share. In preparing this response, the Group commissioned an independent valuation of its assets from Khong & Jaafar, a Malaysian firm headquartered in Kuala Lumpur that specialises in the valuation of oil-palm estates and property. Khong & Jaafar's report values the Group's land assets at US$665 million, which implies an equity value of £10.82 per share, 46% higher than KLK's offer.

Since it embarked on its new strategy in 2005, M.P.Evans has successfully implemented its policy of maintaining or increasing dividends irrespective of the palm-oil price cycle. The Board now intends to pay a dividend, excluding special dividends, of at least 15 pence per share in respect of each of 2016 and 2017, which represents an increase of at least 71% compared with those paid in respect of 2015. On this basis, the final dividend in respect of 2016, to be paid in June 2017, will be at least 12.75 pence per share.

The Board aims to continue its policy of maintaining or, where possible, increasing the level of M.P Evans' annual dividend. The Board also notes it has demonstrated its willingness to distribute surplus cash reserves to its shareholders. For instance, in the first half of 2016 a special dividend of 5 pence per share was declared following the sale of NAPCo, its Australian cattle business.

28 November 2016

Enquiries:

M.P. Evans Group PLC

Telephone: [phone]

Peter Hadsley-Chaplin, Chairman

Tristan Price, Chief Executive

Rothschild (Financial Adviser)

Telephone: [phone]

Stuart Vincent

Sam Critchlow

Peel Hunt (NOMAD and Broker)

Telephone: [phone]

Dan Webster

Adrian Trimmings

Hudson Sandler

Telephone: [phone]

Charlie Jack

Bertie Berger

N M Rothschild & Sons Limited ("Rothschild"), which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for M.P. Evans and no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than M.P. Evans for providing the protections offered to its clients or for providing advice in connection with the subject matter of this announcement or any other matters referred to in this announcement.

Peel Hunt LLP ("Peel Hunt"), which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for M.P. Evans and no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than M.P. Evans for

providing the protections offered to its clients or for providing advice in connection with the subject matter of this announcement or any other matters referred to in this announcement.

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 securities exchange 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 securities exchange 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 securities exchange 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 10th 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 securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a securities exchange 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 securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange 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 securities exchange offeror(s), 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 securities exchange 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. You should contact the Panel's Market Surveillance Unit on [phone] if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.

Overseas shareholders

The release, distribution or publication of this announcement in jurisdictions other than the United Kingdom may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom should inform themselves about and observe any applicable requirements.

Publication on website

A copy of the Response Document, the Khong & Jaafar report and this announcement will be made available, subject to certain restrictions relating to persons resident in restricted jurisdictions, where release, publication or distribution of this document would constitute a violation of the securities law of such jurisdiction, at www.mpevans.co.uk in accordance with Rule 26 of the Code. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

Terms used in this announcement, unless otherwise stated, shall have the meaning given to them in the Company's Response Document dated 25 November 2016.

 

END

 

 

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