Melrose PLC
04 November 2004
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES OF
AMERICA, CANADA, AUSTRALIA OR JAPAN
4 November 2004
FOR IMMEDIATE RELEASE
Melrose PLC ("Melrose") - Possible Offer for Novar plc ("Novar")
The possible offer
Further to the recent increase in the ordinary share price of Novar, Melrose
announces that it is considering an offer for the entire issued and to be issued
ordinary and preference share capital of Novar.
The possible offer for the ordinary shares of Novar ("Novar Ordinary Shares")
will consist of a combination of new ordinary Melrose shares and cash. The cash
element will be funded by an underwritten Institutional placing of Melrose
equity.
In the event that an offer is made, Melrose is seeking to offer between 140
pence to 150 pence for each Novar Ordinary Share. This would represent a premium
of approximately 13 to 21 per cent. to the closing price of 123.75 pence per
Novar Ordinary Share on 3 November 2004.
In the event that an offer is made for the Novar Ordinary Shares, an appropriate
offer or proposal will also be made in respect of the Novar preference shares.
Background and rationale
Melrose was floated on the Alternative Investment Market on 28 October 2003 with
the intention of acquiring companies and businesses whose performance the
directors of Melrose believe can be improved to create shareholder value.
Melrose's Management team is drawn from the former team at Wassall PLC. During
their tenure at Wassall PLC nearly £500 million value was created for
shareholders with a compound total shareholder return of over 18 per cent per
annum over a 12-year period.
If made, the offer would allow Novar shareholders to participate in any future
value created under new management.
Financing
Melrose has received Credit-Committee-approved financing to replace existing
Novar debt, subject to documentation. Discussions are in progress in relation to
the cash placing.
Other
There can be no certainty that an offer will be made. This announcement does not
constitute a firm intention to make an offer for all or any part of the share
capital of Novar.
Enquiries:
M: Communications
Nick Miles 020 7153 1535
Nick Fox 020 7153 1540
Bases and Sources:
The price of a Novar Ordinary Share is the official closing mid-market price on
the London Stock Exchange on 3 November 2004, as derived from the Daily Official
List.
The reference to the compound total shareholder return of over 18% per annum
over a 12 year period in respect of Wassall PLC refers to the period from 16
September 1988 (being the date that members of Melrose's Management team were
appointed to the board of Wassall PLC) to 14 April 2000 (being the date that the
members of Melrose's Management team resigned from the board of Wassall PLC).
This information is provided by RNS
The company news service from the London Stock Exchange
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