Offer Update
04 April 2003 - 5:30PM
UK Regulatory
RNS Number:6359J
Archer Daniels Midland Intl Ltd
04 April 2003
Embargoed for release at 7.30 a.m. on 4 April 2003
4 April 2003
Not for release, publication or distribution in whole or in part in or into the
United States, Canada, Australia or Japan.
Recommended Cash Offer
by Close Brothers Corporate Finance Limited
on behalf of
Archer Daniels Midland International Limited
for Pura plc
Offer Declared Unconditional in All Respects
Archer Daniels Midland International Limited ("ADM International") announces
that by 3.00 p.m. on 3 April 2003, valid acceptances of the Offer had been
received in respect of a total of 24,042,011 Pura Shares, representing
approximately 54.9 per cent. of the issued ordinary share capital of Pura.
ADM International already owns 12,412,429 Pura Shares, representing
approximately 28.3 per cent. of the issued ordinary share capital of Pura.
Therefore ADM International has acquired or agreed to acquire in total
36,454,440 Pura Shares, representing approximately 83.2 per cent. of the issued
ordinary share capital of Pura.
Prior to making the Offer, ADM International received irrevocable undertakings
to accept the Offer from certain Pura Shareholders in respect of a total of
11,465,846 Pura Shares, representing approximately 26.2 per cent. of the
existing issued ordinary share capital of Pura. As at 3.00 p.m. on 3 April 2003,
valid acceptances had been received pursuant to these undertakings and are
included in the valid acceptances disclosed above.
All of the conditions to the Offer have now either been satisfied or, where
permitted, waived. Accordingly, the Offer has today been declared unconditional
in all respects.
Settlement of the consideration due under the Offer will be despatched by 17
April 2003 to Pura Shareholders who had, as at 3.00 p.m. on 3 April 2003,
validly accepted the Offer. Settlement of the consideration due in respect of
valid acceptances of the Offer received after 3 April 2003 will be despatched to
accepting Pura Shareholders within 14 days of receipt of such acceptance, valid
and complete in all respects.
Notice is hereby given in accordance with the requirements of the Listing Rules
of the UK Listing Authority that the 20 business notice period for cancellation
of listing of the Pura Shares on the Official List of the UK Listing Authority
("de-listing") and for the cancellation of trading in Pura Shares on the London
Stock Exchange's market for listed securities has now commenced. Accordingly, it
is expected that such de-listing and cancellation will take effect on 7 May 2003
or as soon as is practicable thereafter.
The Offer remains open for acceptance until further notice. ADM International
urges Pura Shareholders who have not yet accepted the Offer to despatch their
Forms of Acceptance as soon as possible. Any Pura Shareholder who has any
questions, or requires a further copy of the Offer Document or Form of
Acceptance, should telephone Capita IRG Plc, the receiving agent to the Offer,
on 0870 162 3100 or (if calling from outside the UK) +44 20 8639 2157.
Save as disclosed above, (a) neither ADM International nor any person deemed to
be acting in concert with ADM International for the purpose of the Offer owned
or controlled any Pura Shares, or any rights over such Pura Shares immediately
prior to 7 February 2003, being the commencement of the Offer Period; and (b)
neither ADM International nor any person deemed to be acting in concert with ADM
International for the purpose of the Offer has acquired or agreed to acquire any
Pura Shares (or rights over Pura Shares) during the Offer Period.
The expressions in this announcement, unless the context otherwise requires,
bear the same meaning as in the Offer Document dated 3 March 2003.
Enquiries:
ADM International Limited Tel: +49 40 533 02610
John Stott
Kevin Burgard
Close Brothers Corporate Finance Limited Tel: +44 (0)207 655 3100
Sir Mark Wrightson, Co-Chairman
Ross Christie, Assistant Director
The availability of the Offer to persons not resident in the United Kingdom may
be affected by the laws of their relevant jurisdiction. Persons who are not
resident in the UK should obtain their own advice and observe any applicable
legal and regulatory requirements. The Offer is not being made, directly or
indirectly, in or into, or by use of the mails, or by any means or
instrumentality (including, without limitation, telephonically or
electronically) of interstate or foreign commerce, or any facilities of a
securities exchange, of the United States, Australia, Canada or Japan, and the
Offer is not capable of acceptance by any such use, means, instrumentality or
facility from within the United States, Australia, Canada or Japan. Accordingly,
copies of this announcement are not being, and must not be, directly or
indirectly, mailed or otherwise forwarded, distributed or sent in or into the
United States, Australia, Canada or Japan and persons receiving this
announcement (including custodians, nominees and trustees) must not mail or
otherwise forward, distribute or send it in or into the United States,
Australia, Canada or Japan. Doing so may render invalid any purported acceptance
of the Offer.
Close Brothers, which is regulated in the United Kingdom by the Financial
Services Authority, is acting exclusively for ADM International and no one else
in connection with the Offer and will not be responsible to any person other
than ADM International for providing the protections afforded to its customers
or for providing advice in relation to the Offer.
This announcement does not constitute an offer or an invitation to acquire any
securities.
The directors of ADM International accept responsibility for the information
contained in this announcement and, to the best of their knowledge and belief
(having taken all reasonable care to ensure that such is the case), the
information contained herein for which they are responsible is in accordance
with the facts and does not omit anything likely to affect the import of such
information.
This information is provided by RNS
The company news service from the London Stock Exchange
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