SAGENTIA GROUP PLC
("Sagentia" or the "Company")
Rule 2.10 announcement - Relevant securities in issue
In accordance with Rule 2.10 of The City Code on Takeovers and Mergers (the 'Code'), Sagentia Group PLC confirms that, as at 23 March 2010, it had 21,723,595 ordinary shares of 1 penny each in issue. The International Securities Identification Number (ISIN) for these securities is GB00B39GTJ17.
Dealing disclosure requirements
Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the "Code"), if any person is, or becomes, "interested" (directly or indirectly) in 1% of more of any class of "relevant securities" of Sagentia, all "dealings" in any "relevant securities" of Sagentia (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until the date on which any offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends.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 Sagentia, 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 Sagentia by the potential offeror or Sagentia, 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 (unless the "dealing" is for discretionary clients and the associate is an "exempt fund manager" in which case the "dealing" must be privately disclosed in accordance with Notes 4(b) and 5(b) to Rule 8).
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.
Enquiries:
Sagentia Group plc |
Arbuthnot Securities |
Brent Hudson Guy McCarthy |
Antonio Bossi John Prior |
+44 1223 875 200 |
+44 20 7012 2000 |
Arbuthnot Securities Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Sagentia Group plc and for no one else in connection with the proposed offer and is not advising any other person or treating any other person as its client in relation thereto and will not be responsible to anyone other than Sagentia Group plc for providing the protections afforded to clients of Arbuthnot Securities Limited, or for giving advice to any other person in relation to the proposed offer, the contents of this announcement or any other matter referred to herein.