Offer for preference shares
Tandem Group PLC
16 August 2004
OFFER BY TANDEM GROUP PLC TO ACQUIRE
THE PREFERENCE SHARES OF £1 EACH
OF
CASKET PLC AND KINGSLEY AND FORESTER GROUP PLC
Tandem Group plc ('Tandem') announces that, by means of offer documents dated
and posted on 13 August 2004 (the 'Offer Documents') and by means of an
advertisement in a national newspaper, Tandem is making cash offers (the
'Offers') to acquire the entire issued share capital of both Casket Plc
('Casket') and Kingsley and Forester Group Plc ('Kingsley') not already owned or
contracted to be acquired (within the meaning of section 428(5) and, if
applicable, sections 430E of the Companies Act 1985 (the 'Act')) by Tandem.
The Offers
Casket Offer: Casket preference shareholders who accept the cash offer by Tandem
to acquire the entire issued preference share capital of Casket not already
owned or contracted to be acquired (within the meaning of section 428(5) and, if
applicable, section 430E of the Act) will receive for each preference share of
£1 each 55 pence in cash.
Kingsley Offer: Kingsley preference shareholders who accept the cash offer by
Tandem to acquire the entire issued preference share capital of Kingsley not
already owned or contracted to be acquired (within the meaning of section 428(5)
and, if applicable, section 430E of the Act) will receive for each preference
share of £1 each 25 pence in cash.
The full terms and conditions of the Offers (including details of how the Offers
may be accepted) are set out in the relevant Offer Document and related form of
acceptance. Shareholders who accept the relevant Offer may rely only on the
relevant Offer Document and form of acceptance for all the terms and conditions
of that Offer.
The Offers are, by means of the advertisement in a national newspaper, being
extended to all persons to whom the Offer Documents may not be despatched, who
hold, or who are entitled to have allotted or issued to them, preference shares
in either Casket or Kingsley. Such persons are informed that copies of the
relevant Offer Document and form of acceptance are available for collection
(during normal business hours) from Tandem's registrars, Capita IRG Trustees
Limited, Corporate Actions, PO Box 166, The Registry, 34 Beckenham Road,
Beckenham, Kent BR3 4TH telephone: 0870 162 3100 or, if calling from outside the
UK, +44 870 162 3100.
The Offers, which have been made by means of the Offer Documents and the
advertisement in a national newspaper, will initially be open for acceptance
until 5.00 p.m. on 13 September 2004 or such later time(s) and/or date(s) as
Tandem may decide.
Neither of the Offers are being made, directly or indirectly, in, into or by use
of the mails of, or by any means or instrumentality (including, without
limitation, telephonically or electronically) of interstate or foreign commerce
of, or any facilities of a national securities exchange of, the United States,
Canada, Australia or Japan or any other jurisdiction if to do so would
constitute a violation of the relevant laws of such jurisdiction and the Offers
will not be capable of acceptance by any such use, means, instrumentality or
facilities or otherwise from or within the United States, Canada, Australia or
Japan or any such other jurisdiction.
13 August 2004.
This information is provided by RNS
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