Offer unconditional
14 August 2003 - 5:00PM
UK Regulatory
RNS Number:6568O
Merivale Moore PLC
14 August 2003
NOT FOR RELEASE IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN OR
SINGAPORE
Nest Egg Limited ("Nest Egg")
14 August 2003
Recommended Cash Offer ("the Offer") for Merivale Moore plc ("Merivale Moore")
OFFER UNCONDITIONAL IN ALL RESPECTS
Nest Egg announced on 6 August 2003 that the Offer was unconditional as to
acceptances.
Nest Egg further announces that all the conditions to the Offer have now been
satisfied or waived and accordingly the Offer is now declared unconditional in
all respects and has been extended until further notice. At least 14 days'
notice will be given before the Offer is closed.
By 3pm on 13 August 2003, valid acceptances had been received in respect of
14,882,416 Merivale Moore Shares, representing 91.35% in nominal value of the
Merivale Moore Shares to which the Offer relates.
Prior to the commencement of the Offer Period, Nest Egg, its associates to whom
the Offer is not being made and parties acting in concert with Nest Egg for the
purposes of the Offer, owned or controlled 4,900,026 Merivale Moore Shares,
representing approximately 25.23% of the issued share capital of Merivale Moore.
Of these, 75,000 Merivale Moore Shares are held by Nest Egg and 3,053,849
Merivale Moore Shares are held by Grenville Dean and certain members of his
immediate family, to whom the Offer was not made. The remaining 1,771,177
Merivale Moore Shares have been included in the total number of valid
acceptances stated above.
Neither Nest Egg nor any persons acting, or deemed to be acting, in concert with
Nest Egg have acquired or agreed to acquire any Merivale Moore Shares during the
Offer Period.
The consideration payable by Nest Egg pursuant to the Offer of 99p per Merivale
Moore Share will be sent to validly accepting Shareholders whose acceptances
were received by 3pm on 13 August 2003 on or before 28 August 2003. The Dividend
of 77p per Merivale Moore Share will be paid to all Shareholders on or before
the same date.
Nest Egg intends to apply the provisions of Section 428 to 430F(inclusive) of
the Companies Act 1985 to enable it to acquire compulsorily the outstanding
Merivale Moore Shares.
As stated in the Offer Document, Nest Egg will procure the cancellation of the
listing of Merivale Moore Shares on the Official List and of trading in Merivale
Moore Shares on the London Stock Exchange's market for listed securities. It is
expected that such cancellation of listing and trading will take place on 12
September 2003, or as soon as practicable thereafter.
Defined terms are defined in the Offer Document dated 11 July 2003 unless the
context otherwise requires.
LCF Rothschild, which is regulated by the FSA, is acting for Nest Egg and no one
else in connection with the Offer and will not be responsible to any one other
than Nest Egg for providing the protections afforded to customers of LCF
Rothschild or for providing advice in relation to the Offer.
The Offer is not being made, directly or indirectly, in or into the United
States, Canada, Australia, Japan or Singapore. Accordingly, copies of this
announcement are not being sent and must not be mailed or otherwise distributed
in or into or from the United States, Canada, Australia, Japan or Singapore and
persons receiving this announcement must not distribute or send it into or from
such countries.
14 August 2003
Enquiries:
LCF Rothschild Securities Limited
Edward Buchan: Tel: 020 7845 5957
Andrew Hay: Tel: 020 7845 5955
This information is provided by RNS
The company news service from the London Stock Exchange
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