Offer Talks

RNS Number : 6966U

Optare PLC

28 December 2011

 



 Optare plc

 28 December 2011

 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

Optare plc ("Optare" or the "Company") Rule 2.10 Announcement

Further to the announcement by Alexander Dennis Limited ("ADL") earlier today, the Independent Directors of Optare (being the Directors other than Mr Halonen, Mr Seshasayee and Mr Venkataraman) confirm that the Company has received a request for information from ADL in order for ADL to assess whether or not it might be prepared to consider making an offer for the entire issued share capital of Optare. The Independent Directors and the Company's advisors have engaged with the advisers to ADL but there can be no certainty that any offer will be made. In the meantime, the Company's General Meeting, as convened in the circular sent to shareholders on 20 December, will take place on 6 January 2012.  Further announcements will be made as appropriate.

 In accordance with Rule 2.10 of the Code, the Company confirms that, as at the close of business on 28 December 2011, it has in issue 752,145,493 ordinary shares of 1p each under International Securities Identification Number GB00B2PGSY66.

 Dealing Disclosure Requirements of the Takeover Code (the "Code")

 Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any paper offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any paper offeror is first identified.

 An Opening Position Disclosure must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any paper offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any paper offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a paper offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

 Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of the offeree company or of any paper offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any paper offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any paper offeror, save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing.

 If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a paper offeror, they will be deemed to be a single person for the purpose of Rule 8.3 of the Code.  Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4 of the Code). Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover Panel's website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. If you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure, you should contact the Panel's Market Surveillance Unit on [phone].

Contacts:

Optare plc Jim Sumner, CEO Peter Phillips, CFO and Company Secretary	[phone]
Cenkos Securities plc Camilla Hume Stephen Keys	[phone]

 

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