Montpellier Group PLC
18 June 2003
Montpellier Group Plc ('Montpellier')
Recommended Increased Cash Offer by Tobull Limited ('Tobull') for Bullough plc
('Bullough')
On 13 May 2003, Tobull (a wholly owned subsidiary of Montpellier) published an
offer document ('the Offer Document') containing details of a recommended
increased cash offer ('the Increased Offer') made by Rowan Dartington & Co.
Limited on behalf of Tobull to acquire the whole of the issued and to be issued
ordinary share capital of Bullough, other than the 15,876,318 Bullough Shares
already owned by Tobull, representing approximately 29.85 per cent. of the
issued share capital of Bullough.
As at 3.00 pm on 17 June 2003, the second closing date of the Increased Offer,
Tobull had received valid acceptances of the Increased Offer in respect of
29,282,402 Bullough Shares, representing approximately 55.07 per cent. of
Bullough's issued share capital. These figures include all of the 609,742
Bullough Shares in respect of which Tobull received irrevocable undertakings
from the Independent Directors to accept the Increased Offer. Tobull therefore
either owns or has received acceptances in respect of a total of 45,158,720
Bullough Shares, representing approximately 84.93 per cent. of the issued share
capital of Bullough. As such the board of Tobull is pleased to announce that
the Increased Offer is wholly unconditional.
The Increased Offer will remain open for acceptance until further notice.
Tobull has now requested that Bullough cancels the listing of Bullough Shares on
the Alternative Investment Market. An announcement by Bullough regarding the
cancellation is expected to be made shortly.
On receipt of valid acceptances in respect of not less than 90 per cent. of the
Bullough Shares which are the subject of the Increased Offer, Tobull intends to
apply the provision of sections 428 to 430F of the Companies Act to acquire
compulsorily any Bullough Shares in respect of which valid acceptances have not
been received.
Save as disclosed above, neither Tobull nor any party deemed to be acting in
concert with Tobull holds, has acquired or has agreed to acquire any Bullough
Shares during the Offer Period and no acceptances of the Increased Offer have
been received from persons deemed to be acting in concert with Tobull.
This announcement, for which the directors of Tobull are responsible, has been
approved for the purpose of section 21 of the Financial Services and Markets Act
2000 by Rowan Dartington & Co. Limited.
Rowan Dartington & Co. Limited, which is regulated by the Financial Services
Authority, is acting as financial adviser to Tobull and no one else in relation
to the Increased Offer and will not regard any other person as its customer or
be responsible to anyone other than Tobull for providing the protections
afforded to customers of Rowan Dartington & Co. Limited nor for providing advice
in relation to the Increased Offer.
Bullough Shareholders who wish to accept the Increased Offer, who have not yet
done so, should return the Form(s) of Acceptance (for certificated Bullough
Shares) or send a TTE instruction (for uncertificated Bullough Shares) as soon
as possible.
Unless the context otherwise requires, words and expressions defined in the
Offer Document shall have the same meaning in this announcement.
Enquiries:
Ralph Baber, Tobull Limited 0207 522 3211
Paul Sellars, Montpellier Group plc 0207 522 3200
John Wakefield, Rowan Dartington & Co. Limited 0117 933 0020
This information is provided by RNS
The company news service from the London Stock Exchange
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