Montpellier Group PLC
04 June 2003
Montpellier Group Plc ('Montpellier')
Recommended Increased Cash Offer by Tobull Limited ('Tobull') for
Bullough plc ('Bullough')
On 13 May 2003, Tobull (a wholly owned subsidiary of Montpellier) published an
offer document ('the Offer Document') containing details of a recommended
increased cash offer ('the Increased Offer') made by Rowan Dartington & Co.
Limited on behalf of Tobull to acquire the whole of the issued and to be issued
ordinary share capital of Bullough, other than the 15,876,318 Bullough Shares
already owned by Tobull, representing approximately 29.85 per cent. of the
issued share capital of Bullough.
As at 3.00 pm on 3 June 2003, the first closing date of the Increased Offer,
Tobull had received valid acceptances of the Increased Offer in respect of
15,379,112 Bullough Shares, representing approximately 28.92 per cent. of
Bullough's issued share capital. These figures include 90,000 of the 609,742
Bullough Shares in respect of which Tobull received conditional irrevocable
undertakings from the Independent Directors to accept the Increased Offer.
Tobull therefore either owns or has received acceptances in respect of a total
of 31,255,430 Bullough Shares, representing approximately 58.84 per cent of the
issued share capital of Bullough.
The Independent Directors of Bullough had reserved the right to withdraw their
unanimous recommendation to Bullough Shareholders to accept the Increased Offer
in the event that they considered it likely, by the first closing date, that
they could achieve the disposal of an operating division of Bullough for a value
which is material in the context of the Increased Offer. On 2 June 2003, the
Independent Directors of Bullough announced that they had been unable to reach a
position where a disposal was certain to complete and that, as a consequence,
they were now unconditionally recommending that Bullough Shareholders accept the
Increased Offer.
The Increased Offer will be extended to remain open for acceptance until
3.00 p.m. on 17 June 2003.
Save as disclosed above, neither Tobull nor any party deemed to be acting in
concert with Tobull holds, has acquired or has agreed to acquire any Bullough
Shares during the Offer Period. No acceptances of the Increased Offer have been
received from persons deemed to be acting in concert with Tobull.
This announcement, for which the directors of Tobull are responsible, has been
approved for the purpose of section 21 of the Financial Services and Markets Act
2000 by Rowan Dartington & Co. Limited.
Rowan Dartington & Co. Limited, which is regulated by the Financial Services
Authority, is acting as financial adviser to Tobull and no one else in relation
to the Increased Offer and will not regard any other person as its customer or
be responsible to anyone other than Tobull for providing the protections
afforded to customers of Rowan Dartington & Co. Limited nor for providing advice
in relation to the Increased Offer.
Bullough Shareholders who wish to accept the Increased Offer, who have not yet
done so, should return the Form(s) of Acceptance (for certificated Bullough
Shares) or send a TTE instruction (for uncertificated Bullough Shares) as soon
as possible.
Unless the context otherwise requires, words and expressions defined in the
Offer Document shall have the same meaning in this announcement.
Enquiries:
Ralph Baber, Tobull Limited 0207 522 3211
Paul Sellars, Montpellier Group plc 0207 522 3200
John Wakefield, Rowan Dartington & Co. Limited 0117 933 0020
This information is provided by RNS
The company news service from the London Stock Exchange
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