Carillion PLC
10 November 2005
10 November 2005
For immediate release
Statement by Carillion plc ('Carillion') regarding a possible offer for Mowlem
plc ('Mowlem')
Further to the announcement by Mowlem on 31 October 2005 that it had received an
approach which may or may not lead to an offer, Carillion confirms that it was
the party that made the approach.
While discussions are progressing, there can be no assurance that an offer will
be forthcoming.
A further announcement will be made as appropriate.
Lazard is acting as financial adviser to Carillion.
Dealing Disclosure Requirements
Please note that certain aspects of the rules on disclosure of the City Code on
Takeovers and Mergers (the 'Code') have changed since 7 November 2005. The
following represents a current summary of the position.
Under the provisions of Rule 8.3 of the Code, if any person is, or becomes,
'interested' (directly or indirectly) in 1% or more of any class of 'relevant
securities' of Carillion or of Mowlem, 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acceptances, lapses or is otherwise withdrawn or on which the 'offer period'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 Carillion or Mowlem, 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 Carillion or of Mowlem by Carillion or Mowlem, or by 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.'
End
This information is provided by RNS
The company news service from the London Stock Exchange
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