Statement re Possible Offer for JJB Sports PLC (5130A)
02 February 2011 - 6:00PM
UK Regulatory
TIDMJD. TIDMJJB
RNS Number : 5130A
JD Sports Fashion Plc
02 February 2011
2 February 2011
JD Sports Fashion Plc ("JD Sports Fashion") - Statement re
possible offer for JJB Sports PLC ("JJB Sports")
JD Sports Fashion notes the press speculation in relation to a
potential offer for JJB Sports and the recent announcement made by
JJB Sports and confirms that it is in early stage discussions with
the Board of JJB Sports in relation to making an offer for JJB
Sports. There can be no certainty that an offer will be made by JD
Sports Fashion for JJB Sports nor as to the terms on which any
offer might be made. A further announcement will be made in due
course.
This announcement does not constitute an announcement of a firm
intention to make an offer under Rule 2.5 of The City Code on
Takeovers and Mergers (the "Code").
Enquiries:
Investec Bank plc Tel: +44 (0)20 7597 5970
David Currie
Martin Smith
MHP Communications Tel: +44 (0)203 128 8100
Andrew Jaques
Barnaby Fry
Ian Payne
The release, distribution or publication of this announcement in
jurisdictions other than the UK may be restricted by law and
therefore any persons who are subject to the laws of any
jurisdiction other than the UK should inform themselves about and
observe any applicable requirements.
Dealing Disclosure Requirements
Under Rule 8.3(a) of the Code, any person who is interested in 1
per cent. 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 per cent. 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. 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). 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 +44 (0)20
7638 0129."
"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.
A copy of this announcement will be available on the JD Sports
Fashion's website at www.jdplc.com/investor-relations.html
Investec Investment Banking, a division of Investec Bank plc,
which is authorised and regulated by the Financial Services
Authority in the United Kingdom, is acting exclusively for JD
Sports Fashion and no one else in connection with matters described
in this announcement and will not be responsible to anyone other
than JD Sports Fashion for providing the protections afforded to
clients of Investec Investment Banking nor for providing advice in
relation to matters described in this announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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