Statement re Possible Offer
World Gaming PLC
07 September 2006
7 September 2006
World Gaming plc/Sportingbet Plc
STATEMENT REGARDING POSSIBLE OFFER
The Boards of World Gaming plc ('World Gaming') and Sportingbet plc
('Sportingbet') note the recent movement in World Gaming's share price and
confirm that they are in very preliminary discussions which may or may not
result in Sportingbet making a recommended all share offer for World Gaming.
Based on the closing price of a Sportingbet share of 244 pence per share on 6
September 2006, the offer envisaged would value each World Gaming share at an
implied price of 104 pence. There can be no certainty whatsoever that agreement
will be reached and an offer will be forthcoming.
The proposed transaction remains subject, inter alia, to due diligence by both
parties which has not yet commenced.
World Gaming confirms that it has 54,428,630 ordinary shares of 0.2p each in
issue with ISIN GB00B07RW076 in accordance with Rule 2.10 of the City Code.
For further information please contact:
World Gaming plc Tel. +1 888 883 0833
Daniel Moran, Chief Executive
Daniel Stewart & Co plc Tel. 020 7776 6550
Ruari McGirr
College Hill Tel: 020 7457 2020
Matthew Smallwood
Jamie Ramsay
Sportingbet Plc
Simon Gregory, Director of Corporate Finance Tel: 020 7184 1800
Investec Investment Banking
David Currie
James Wheatcroft
Stefan Borson Tel: 020 7597 5970
Smithfield (media)
George Hudson Tel: 020 7903 0669
Daniel Stewart plc ('Daniel Stewart') which is authorised and regulated in the
United Kingdom by The Financial Services Authority is acting for World Gaming in
relation to the matters described in this announcement and is not advising any
other person, and accordingly will not be responsible to anyone other than World
Gaming for providing the protections afforded to customers of Daniel Stewart or
for providing advice in relation to the matters described in this announcement.
Investec Investment Banking, a division of Investec Bank (UK) Limited
('Investec') which is authorised and regulated in the United Kingdom by The
Financial Services Authority is acting for Sportingbet in relation to the
matters described in this announcement and is not advising any other person, and
accordingly will not be responsible to anyone other than Sportingbet for
providing the protections afforded to customers of Investec or for providing
advice in relation to the matters described in this announcement.
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 World Gaming or Sportingbet, 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 World Gaming or Sportingbet,
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 World Gaming or Sportingbet or 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.
This information is provided by RNS
The company news service from the London Stock Exchange