Wood Group (John) PLC
27 March 2007
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION INTO OR IN THE UNITED STATES,
CANADA, AUSTRALIA OR JAPAN
John Wood Group PLC - Selling Shareholders offering up to 50 million Ordinary
Shares of John Wood Group PLC.
27 March 2007
John Wood Group PLC (the 'Company' or 'Wood Group') announces that it has been
informed by Sir Ian Wood, his family trusts and certain members of his family
(together the 'Selling Shareholders') that they intend to offer for sale up to
50 million existing ordinary 3 1/3p shares (the 'Shares') of the Company,
representing approximately 9.6 per cent of the issued share capital of the
Company, and about 28% of the family holding (the 'Placing').
The move follows advice from financial advisers to the family that they, and in
particular the family trusts, should diversify their investments. The Selling
Shareholders have no current intention to make further share sales, and
certainly not in the next 12 months. Following the Placing, the Wood family
will hold approximately 24 per cent of the Company's issued share capital.
Commenting on the Placing, Sir Ian Wood said: 'I, my family Trusts and some
family members have chosen to sell a number of shares in order to diversify our
financial assets. For my immediate family, this is our first sale since the
IPO in June 2002. The timing is based solely on independent advice on
diversification.
'I personally remain totally committed to Wood Group both as full time Chairman
and as a significant investor. A large part of my family's wealth continues to
be invested in Wood Group and I have every confidence in the Company's prospects
in the future'.
The Placing will take place via an accelerated bookbuild. Credit Suisse
Securities (Europe) Limited ('Credit Suisse') and JPMorgan Cazenove Limited ('
JPMorgan Cazenove') have been appointed as Joint Bookrunners in respect of the
Placing.
The books for the Placing will open with immediate effect. The results of the
Placing are expected to be announced as soon as possible following the closing
of the books. The timing of the closing of the books will be at the absolute
discretion of Credit Suisse and JPMorgan Cazenove.
Contacts:
John Wood Group PLC +44 1224 851 000
Nick Gilman
Credit Suisse +44 20 7888 8888
James Leigh-Pemberton
Richard Crawley
JPMorgan Cazenove +44 20 7588 2828
John Paynter
Shona Graham
MEMBERS OF THE GENERAL PUBLIC ARE NOT ELIGIBLE TO TAKE PART IN THE PLACING. THIS
ANNOUNCEMENT AND ANY OFFER OF SECURITIES TO WHICH IT RELATES ARE ONLY ADDRESSED
TO AND DIRECTED AT PERSONS WHO (1) ARE QUALIFIED INVESTORS WITHIN THE MEANING OF
DIRECTIVE 2003/71/EC AND ANY RELEVANT IMPLEMENTING MEASURES (THE ' PROSPECTUS
DIRECTIVE'); (2) HAVE PROFESSIONAL EXPERIENCE IN MATTERS RELATING TO INVESTMENTS
WHO FALL WITHIN ARTICLE 19(1) OF THE FINANCIAL SERVICES AND MARKETS ACT 2000
(FINANCIAL PROMOTION) ORDER 2005 (THE 'ORDER'); OR (3) ARE PERSONS FALLING
WITHIN ARTICLE 49(2)(A) TO (D) OF THE ORDER (ALL SUCH PERSONS REFERRED TO IN
(1), (2) AND (3) TOGETHER BEING REFERRED TO AS 'RELEVANT PERSONS'). THE
INFORMATION REGARDING THE PLACING SET OUT IN THIS ANNOUNCEMENT MUST NOT BE ACTED
ON OR RELIED ON BY PERSONS WHO ARE NOT RELEVANT PERSONS. ANY INVESTMENT OR
INVESTMENT ACTIVITY TO WHICH THIS ANNOUNCEMENT RELATES IS AVAILABLE ONLY TO
RELEVANT PERSONS AND WILL BE ENGAGED IN ONLY WITH RELEVANT PERSONS.
This announcement has been issued by Wood Group and is the sole responsibility
of Wood Group. This announcement is for information purposes only and does not
constitute an offer or an invitation to acquire or dispose of any securities of
Wood Group in the United States, Canada, Australia or Japan or in any other
jurisdiction in which such an offer of solicitation is unlawful. The Shares have
not been, and will not be, registered under the United States Securities Act of
1933, as amended, and may not be offered or sold in the United States absent
registration or an exemption from registration. There will be no public offering
of securities in the United States.
Any investment decision to buy securities in the Placing must be made solely on
the basis of publicly available information which has not been independently
verified by Credit Suisse or JPMorgan Cazenove.
Neither this announcement nor any copy of it may be taken, transmitted or
distributed, directly or indirectly in or into the United States, Canada,
Australia or Japan. Any failure to comply with this restriction may constitute a
violation of United States, Canadian, Australian or Japanese securities laws.
The distribution of this announcement and the offering or sale of the Shares in
certain jurisdictions may be restricted by law. No action has been taken by Wood
Group, or any of their respective affiliates, or any other person that would
permit an offer of the Shares or possession or distribution of this announcement
or any other offering or publicity material relating to the Shares in any
jurisdiction where action for that purpose is required. Persons into whose
possession this announcement comes are required by Wood Group to inform
themselves about and to observe any such restrictions.
Credit Suisse and JPMorgan Cazenove are acting for the Selling Shareholders only
in connection with the Placing, and no one else, and will not be responsible to
anyone other than the Selling Shareholders for providing the protections offered
to clients of Credit Suisse and JPMorgan Cazenove nor for providing advice in
relation to the Placing.
This information is provided by RNS
The company news service from the London Stock Exchange
*A Private Investor is a recipient of the information who meets all of the conditions set out below, the recipient:
Obtains access to the information in a personal capacity;
Is not required to be regulated or supervised by a body concerned with the regulation or supervision of investment or financial services;
Is not currently registered or qualified as a professional securities trader or investment adviser with any national or state exchange, regulatory authority, professional association or recognised professional body;
Does not currently act in any capacity as an investment adviser, whether or not they have at some time been qualified to do so;
Uses the information solely in relation to the management of their personal funds and not as a trader to the public or for the investment of corporate funds;
Does not distribute, republish or otherwise provide any information or derived works to any third party in any manner or use or process information or derived works for any commercial purposes.
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