Aminex PLC
24 April 2002
AMINEX PLC
("Aminex" or "the Company")
Over 24 per cent. of Aminex Shareholders Cannot or Will Not Accept Apple's Offer
The Board of Aminex is pleased to announce that it has received additional
irrevocable undertakings not to accept the offer made by Apple Oil and Gas
Limited ("Apple") in respect of a further 6,039,025 shares of Aminex,
representing approximately 6.69 per cent. of Aminex's total issued share
capital. These undertakings will cease to be binding after 30 September 2002.
Of these shares, 4,270,802 representing approximately 4.7 per cent of Aminex's
issued share capital are held by East West Oil Limited.
This follows Aminex's announcement of yesterday, when it stated that holders of
a total of 15,751,514 shares of Aminex, representing 17.46 per cent. of Aminex's
total issued share capital, had either irrevocably undertaken not to accept
Apple's Offer or were prevented from selling or otherwise disposing of the
relevant Aminex shares prior to 1 September 2002.
Therefore, as of today's date, holders of a total of 21,790,539 shares in
Aminex, representing approximately 24.16 per cent. of Aminex's total issued
share capital, have either undertaken not to accept Apple's Offer or are
prevented from selling or otherwise disposing of the relevant Aminex shares
prior to 1 September 2002.
In the current circumstances this means that Apple will not be able to satisfy
the condition of achieving not less than 80 per cent acceptances of its Offer
and accordingly will not be able to apply the provisions of Section 204 of the
Companies Act, 1963, which provides for the compulsory acquisition of non
accepting shareholders in an offer. As a result, even if the Offer was
successful, it is possible that the anticipated payments to Loan Note Holders
accepting Apple's Offer may not now be able to be made in the manner anticipated
in the Apple Offer document dated 14 March 2002.
Enquiries:
Aminex PLC +44 (0)20 7240 1600
Brian Hall
Davy Corporate Finance Limited +353 1 679 6363
Hugh McCutcheon
College Hill +44 (0)20 7457 2020
James Henderson
Archie Berens
Dennehy Associates +353 1 676 4733
Michael Dennehy
Responsibility Statement
The directors of Aminex accept responsibility for the information contained in
this announcement except that the only responsibility accepted in respect of the
information relating to Apple, which has been complied from published sources,
is to ensure that it has been correctly and fairly reproduced and presented.
Subject as aforesaid, to the best of the knowledge and belief of the directors
of Aminex (who have taken all reasonable care to ensure that such is the case),
the information contained in this announcement for which they accept
responsibility is in accordance with the facts and does not omit anything likely
to affect the import of such information.
Davy Corporate Finance Limited, which is authorised to carry on investment
business in Ireland by the Central Bank of Ireland, is acting exclusively for
Aminex and no one else in connection with the offer and will not regard any
other person as its client or be responsible to any person other than Aminex for
providing the protections afforded to clients of Davy Corporate Finance Limited,
nor for giving advice to any such person in relation to the offer.
Davy Corporate Finance Limited has approved the contents of this announcement
solely for the purpose of section 21 of the Financial Services and Markets Act
2000. The principal place of business of Davy Corporate Finance Limited is Davy
House, 49 Dawson Street, Dublin 2, Ireland.
24 April 2002
This information is provided by RNS
The company news service from the London Stock Exchange
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