Offer Document Posted
Volvere PLC
12 October 2006
Not for release, publication or distribution in, into or from the United States,
Canada, Australia, South Africa or Japan
For immediate release 12 October 2006
Recommended Offer
by
Volvere plc ('Volvere')
for the whole of the issued ordinary share capital of
NMT Group PLC ('NMT')
not already owned by Volvere plc
Further to the announcement made on 14 September 2006 of an offer ('the Offer'),
to be made by Volvere, for the whole of the issued ordinary share capital of NMT
not already owned by Volvere, the Volvere Board announces that the Offer
Document, Equivalent Document and Form of Acceptance relating to the Offer are
being posted to NMT Shareholders today.
Volvere has received irrevocable undertakings to accept (or procure the
acceptance of) the Offer in respect of an aggregate of 1,760,343 NMT Shares,
representing approximately 20.2 per cent. of NMT's issued ordinary share
capital. These undertakings remain binding in the event of a higher offer.
Volvere already owns 2,604,683 NMT Shares, representing approximately 29.9 per
cent. of NMT's issued ordinary share capital.
Volvere's existing shareholding, combined with the NMT Shares subject to
irrevocable undertakings, represents in aggregate approximately 50.1 per cent.
of NMT's current issued ordinary share capital.
Copies of the Offer Document, the Equivalent Document (in relation to the
proposed issue of Volvere Shares in connection with the Offer) and the Form of
Acceptance (for use by NMT Shareholders in certificated form only) are available
for collection, free of charge, during normal business hours from the registered
office of Volvere plc, 9-11 Grosvenor Gardens, London SW1W 0BD and the offices
of Dawnay, Day Corporate Finance Limited, 17 Grosvenor Gardens, London SW1W 0BD.
As set out in the Offer Document, acceptances of the Offer should be received no
later than 1.00 p.m. on 2 November 2006.
Enquiries:
Dawnay, Day Corporate Finance Limited
Sandy Jamieson 020 7509 4570
Alex Stanbury 020 7509 4570
This announcement does not constitute an offer or invitation to purchase any
securities or a solicitation or an offer to buy any securities, pursuant to the
Offer or otherwise.
Dawnay, Day Corporate Finance Limited which is authorised and regulated by the
Financial Services Authority, is acting exclusively for Volvere and no-one else
in connection with the Offer and will not be responsible to anyone other than
Volvere for providing the protections afforded to clients of Dawnay, Day
Corporate Finance Limited or for giving advice in relation to the Offer or any
other matter referred to in this document.
The issue of this announcement has been approved by the Volvere Board. The
Volvere Directors are the persons responsible for the information contained in
this announcement. To the best of their knowledge and belief (having taken all
reasonable care to ensure that such is the case) the information contained in
this announcement is in accordance with the facts and does not omit anything
likely to affect the import of such information. Each of the Volvere Directors
accepts responsibility accordingly.
The Offer is not being made directly or indirectly in or into, or by use of the
mails of, or by any means or instrumentality (including, without limitation,
facsimile transmission, telex, email and telephone) of interstate or foreign
commerce of, or any facility of a national securities exchange of, the United
States, nor is it being made directly or indirectly in or into Canada,
Australia, South Africa or Japan, and the Offer cannot be accepted by any such
use, means, instrumentality or facility or from or within the United States,
Canada, Australia, South Africa or Japan. Accordingly, copies of this
announcement, the Offer Document, the Equivalent Document, the Form of
Acceptance and any related documents are not being and must not be, mailed or
otherwise distributed, forwarded, transmitted or sent in, into or from the
United States, Canada, Australia, South Africa or Japan and persons receiving
this announcement, the Offer Document, the Equivalent Document, or the Form of
Acceptance (including custodians, nominees and trustees) must not mail or
otherwise distribute, forward, transmit or send it/them in, into or from the
United States, Canada, Australia, South Africa or Japan. Doing so may render
invalid any purported acceptance of the Offer. Further information for Overseas
Shareholders is set out in the Offer Document. Any person (including, without
limitation, any nominee, trustee or custodian) who would, or otherwise intends
to, or who may have a contractual or legal obligation to, mail, distribute,
forward or transmit this announcement, the Offer Document, the Form of
Acceptance or any related documents to any jurisdiction outside the United
Kingdom should read the relevant information in the Offer Document before taking
any action.
This information is provided by RNS
The company news service from the London Stock Exchange