Statement re Possible Offer

RNS Number : 5767Z
Paragon Group Of Companies PLC
22 July 2008
 





Paragon Group of Companies PLC ('Paragon' or the 'Company')


Response to press speculation


In view of the recent press speculation, the Board of Paragon confirms that it has received approaches from parties who have expressed interest in evaluating potential offers for the Company. In order to determine whether any of these approaches may form the basis for an acceptable offer or offers, the Board has entered exploratory discussions with, and is providing certain due diligence access to, the parties concerned. There can be no certainty that these discussions will lead to any offer being forthcoming. Further announcements will be made in due course as appropriate.

In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, Paragon confirms that it has 298,490,705 ordinary shares of £1 each in issue as at the close of business on 21 July 2008. The ISIN reference for these securities is GB00B2NGPM57.


Dealing Disclosure Requirements


Under the provisions of Rule 8.3 of the Takeover Code (the 'Code'), if any person is, or becomes, 'interested' (directly or indirectly) in 1% or more of any class of 'relevant securities' of Paragon, all 'dealings' in any 'relevant securities' of that company (including by means of an option in respect of, or a derivative referenced to, any such 'relevant securities') must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the 'offer period' otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an 'interest' in 'relevant securities' of Paragon, they will be deemed to be a single person for the purpose of Rule 8.3.


Under the provisions of Rule 8.1 of the Code, all 'dealings' in 'relevant securities' of Paragon by the a potential offeror or by Paragon, or by any of their respective 'associates', must be disclosed by no later than 12.00 noon  (London time) on the London business day following the date of the relevant transaction.


A disclosure table, giving details of the companies in whose 'relevant securities' 'dealings' should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk.


'Interests in securities' arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an 'interest' by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities.  


Terms in quotation marks are defined in the Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a 'dealing' under Rule 8, you should consult the Panel.'



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