British Polythene Industries PLC Scheme Effective (8442F)
01 August 2016 - 9:13PM
UK Regulatory
TIDMBPI
RNS Number : 8442F
British Polythene Industries PLC
01 August 2016
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN
PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION
WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF
SUCH JURISDICTION
For immediate release
1 August 2016
RECOMMENDED CASH AND SHARE OFFER
FOR
BRITISH POLYTHENE INDUSTRIES PLC
BY
RPC GROUP PLC
to be effected
by way of a Scheme of Arrangement
under Part 26 of the Companies Act 2006
Scheme Effective
On 28 July 2016, British Polythene Industries PLC ("BPI")
announced that the High Court of Justice in England and Wales had
sanctioned the scheme of arrangement under Part 26 of the Companies
Act 2006 (the "Scheme") by which the recommended cash and share
offer by RPC Group Plc ("RPC") for the entire issued and to be
issued share capital of BPI (the "Offer") is being implemented.
BPI today announces that, following delivery of the Court Order
to the Registrar of Companies, the Scheme has now become Effective
in accordance with its terms and the entire issued and to be issued
share capital of BPI is now owned by RPC.
A Scheme Shareholder on the register at the Scheme Record Time,
being 6:00 p.m. (London time) on 29 July 2016, will receive 470
pence in cash and 0.60141 of a New RPC Share (or, in the case of
Scheme Shares resulting from the exercise of options under the CSOP
or SAYE, an amount in cash equivalent to the Offer Value) for each
Scheme Share held. The consideration will be settled by RPC within
14 days of the date of this announcement. Full settlement details,
including those relating to Scheme Shares issued pursuant to the
exercise of options under the CSOP and SAYE, are more particularly
set out in the Scheme Document published on 1 July 2016 in relation
to the Offer.
Applications have been made to the UK Listing Authority and the
London Stock Exchange, in relation to the delisting of BPI Shares
from the premium listing segment of the Official List of the UK
Listing Authority and the cancellation of the admission to trading
of BPI Shares on the London Stock Exchange's main market for listed
securities, which is expected to take place at 8:00 a.m. tomorrow,
2 August 2016.
In accordance with Rule 26.1 of the Takeover Code, a copy of
this announcement will be available free of charge (subject to any
applicable restrictions with respect to persons resident in
Restricted Jurisdictions) on the website of BPI at www.bpipoly.com
by no later than 12:00 noon (London time) on the business day
following this announcement. Copies of the Scheme Document and
further information about the Offer are also available on the same
website.
In accordance with Rule 30.2 of the Takeover Code, a person so
entitled may request a hard copy of this announcement, free of
charge, by contacting Investec on +44 (0) 207 597 4000. For persons
who receive a copy of this announcement in electronic form or via a
website notification, a hard copy of this announcement will not be
sent unless so requested. In accordance with Rule 30.2 of the
Takeover Code, a person so entitled may also request that all
future documents, announcements and information to be sent to them
in relation to the Offer should be in hard copy form.
Enquiries:
British Polythene Industries
PLC 01475 501000
Cameron McLatchie, Chairman
John Langlands, Chief Executive
Investec Bank plc (Financial
Adviser to BPI) 0207 597 4000
Keith Anderson / James Rudd
/ William Godfrey
FTI Consulting 0203 727 1000
Charles Palmer
Important Notices
Investec Bank plc, which is authorised by the PRA and regulated
in the UK by the Financial Conduct Authority and the Prudential
Regulation Authority, is acting exclusively for BPI and no one else
in connection with the Offer, and will not be responsible to anyone
other than BPI for providing the protections afforded to clients of
Investec Bank plc nor for providing advice in relation to the Offer
or any other matter referred to in this announcement.
This announcement is for information purposes only and is not
intended to and does not constitute, or form any part of, an offer
to sell or subscribe for or any invitation to purchase or subscribe
for any securities or the solicitation of any vote or approval in
any jurisdiction pursuant to the Offer or otherwise.
This announcement does not constitute a prospectus or a
prospectus equivalent document.
Capitalised terms in this announcement shall unless otherwise
defined, have the same meanings as set out in the Scheme
Document.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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