Financial Express (Holdings) Limited (“we”, “our”, “us” and derivatives) are committed to protecting and respecting your privacy. This Privacy Policy, together with our Terms of Use, sets out the basis on which any personal data that we collect from you, or that you provide to us, will be processed by us relating to your use of any of the below websites (“sites”).

  • FEAnalytics.com
  • FEInvest.net
  • FETransmission.com
  • Investegate.co.uk
  • Trustnet.hk
  • Trustnetoffshore.com
  • Trustnetmiddleeast.com

For the purposes of the Data Protection Act 1998, the data controller is Trustnet Limited of 2nd Floor, Golden House, 30 Great Pulteney Street, London, W1F 9NN. Our nominated representative for the purpose of this Act is Kirsty Witter.

WHAT INFORMATION DO WE COLLECT ABOUT YOU?

We collect information about you when you register with us or use any of our websites / services. Part of the registration process may include entering personal details & details of your investments.

We may collect information about your computer, including where available your operating system, browser version, domain name and IP address and details of the website that you came from, in order to improve this site.

You confirm that all information you supply is accurate.

COOKIES

In order to provide personalised services to and analyse site traffic, we may use a cookie file which is stored on your browser or the hard drive of your computer. Some of the cookies we use are essential for the sites to operate and may be used to deliver you different content, depending on the type of investor you are.

You can block cookies by activating the setting on your browser which allows you to refuse the setting of all or some cookies. However, if you use your browser settings to block all cookies (including essential cookies) you may not be able to access all or part of our sites. Unless you have adjusted your browser setting so that it will refuse cookies, our system will issue cookies as soon as you visit our sites.

HOW WE USE INFORMATION

We store and use information you provide as follows:

  • to present content effectively;
  • to provide you with information, products or services that you request from us or which may interest you, tailored to your specific interests, where you have consented to be contacted for such purposes;
  • to carry out our obligations arising from any contracts between you and us;
  • to enable you to participate in interactive features of our service, when you choose to do so;
  • to notify you about changes to our service;
  • to improve our content by tracking group information that describes the habits, usage, patterns and demographics of our customers.

We may also send you emails to provide information and keep you up to date with developments on our sites. It is our policy to have instructions on how to unsubscribe so that you will not receive any future e-mails. You can change your e-mail address at any time.

In order to provide support on the usage of our tools, our support team need access to all information provided in relation to the tool.

We will not disclose your name, email address or postal address or any data that could identify you to any third party without first receiving your permission.

However, you agree that we may disclose to any regulatory authority to which we are subject and to any investment exchange on which we may deal or to its related clearing house (or to investigators, inspectors or agents appointed by them), or to any person empowered to require such information by or under any legal enactment, any information they may request or require relating to you, or if relevant, any of your clients.

You agree that we may pass on information obtained under Money Laundering legislation as we consider necessary to comply with reporting requirements under such legislation.

ACCESS TO YOUR INFORMATION AND CORRECTION

We want to ensure that the personal information we hold about you is accurate and up to date. You may ask us to correct or remove information that is inaccurate.

You have the right under data protection legislation to access information held about you. If you wish to receive a copy of any personal information we hold, please write to us at 3rd Floor, Hollywood House, Church Street East, Woking, GU21 6HJ. Any access request may be subject to a fee of £10 to meet our costs in providing you with details of the information we hold about you.

WHERE WE STORE YOUR PERSONAL DATA

The data that we collect from you may be transferred to, and stored at, a destination outside the European Economic Area (“EEA”). It may be processed by staff operating outside the EEA who work for us or for one of our suppliers. Such staff may be engaged in, amongst other things, the provision of support services. By submitting your personal data, you agree to this transfer, storing and processing. We will take all steps reasonably necessary, including the use of encryption, to ensure that your data is treated securely and in accordance with this privacy policy.

Unfortunately, the transmission of information via the internet is not completely secure. Although we will do our best to protect your personal data, we cannot guarantee the security of your data transmitted to our sites; any transmission is at your own risk. You will not hold us responsible for any breach of security unless we have been negligent or in wilful default.

CHANGES TO OUR PRIVACY POLICY

Any changes we make to our privacy policy in the future will be posted on this page and, where appropriate, notified to you by e-mail.

OTHER WEBSITES

Our sites contain links to other websites. If you follow a link to any of these websites, please note that these websites have their own privacy policies and that we do not accept any responsibility or liability for these policies. Please check these policies before you submit any personal data to these websites.

CONTACT

If you want more information or have any questions or comments relating to our privacy policy please email publishing@financialexpress.net in the first instance.

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Tuesday 01 July, 2008

Mentor Graphics Corp

Mandatory Cash Offer for Flom

RNS Number : 0711Y
Mentor Graphics Corporation
01 July 2008
 



Not for release, publication or distribution, in whole or in part, in, into or from the United States, Canada, Australia or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction.

 

FOR IMMEDIATE RELEASE


1 JULY 2008


REVISED AND RECOMMENDED MANDATORY CASH OFFER FOR FLOMERICS GROUP
PLC ('FLOMERICS' OR THE 'COMPANY') BY MENTOR GRAPHICS CORPORATION ('MENTOR')

Following the announcement earlier today that the Board of Mentor and the Board of Flomerics had reached agreement on the terms of a revised and recommended cash offer, to be made by Mentor, to acquire the whole of the issued and to be issued share capital of Flomerics, the Board of Mentor now announces that, following the acquisition of 369,783 Flomerics Shares at 122 pence today, Mentor holds 7,191,498 Flomerics Shares, representing 31.3 per cent. of the existing issued share capital of Flomerics, and is therefore required to make a mandatory cash offer in accordance with Rule 9 of the City Code and has revised the terms of the Recommended Offer announced today to comply with this requirement. Accordingly, the only condition remaining is the acceptance condition in Appendix I.

Under the revised terms of the Recommended Offer, Flomerics Shareholders will continue to receive, for each Flomerics Share held, 122 pence in cash. The Recommended Offer values the entire issued and to be issued share capital of Flomerics at approximately £30.1 million. The full terms of the Recommended Offer will be set out in the Recommended Offer Document and Form of Acceptance which will be posted to Flomerics Shareholders on 2 July 2008.

Definitions used in this announcement shall be the same as the definitions in Appendix III to the announcement released earlier today.

Enquiries:

Mentor Graphics Corporation

Ryerson Schwark                                                Tel: +1 503 685 7000


Cenkos Securities plc 

Nicholas Wells                                                    Tel: +44 20 7397 8900


Bell Pottinger Corporate & Financial

David Rydell

Olly Scott                                                            Tel: +44 20 7861 3232


Flomerics Group plc

Gary Carter

Keith Butcher                                                      Tel: +44 20 8487 3000


Jefferies International Limited

Andres Pieczanski

Sarah McNicholas                                                Tel: +44 20 7029 8000


Oriel Securities Limited

Andrew Edwards

Michael Shaw                                                      Tel: +44 20 7710 7600

 

Citigate Dewe Rogerson

Ginny Pulbrook

Seb Hoyle                                                            Tel: +44 20 7638 9571


Terms used in this summary shall have the meaning given to them in the full announcement.

Cenkos, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Mentor and no one else in connection with the Recommended Offer and will not be responsible to anyone other than Mentor for providing the protections afforded to its customers or for providing advice in relation to the Recommended Offer or in relation to the contents of this announcement or any transaction or arrangement referred to herein.

Canaccord, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Mentor and no one else in connection with the Recommended Offer and will not be responsible to anyone other than Mentor for providing the protections afforded to its customers or for providing advice in relation to the Recommended Offer or in relation to the contents of this announcement or any transaction or arrangement referred to herein.

Jefferies International Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Flomerics and no one else in connection with the Recommended Offer and, accordingly, will not be responsible to anyone other than Flomerics for providing the protections afforded to customers of Jefferies International Limited or for providing advice in relation to the Recommended Offer or in relation to the contents of this document or any transaction or arrangement or other matter referred to herein.

Oriel Securities Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Flomerics and no-one else in connection with the matters referred to herein and will not be responsible to anyone other than Flomerics for providing the protections afforded to clients of Oriel Securities Limited or for giving advice in relation to such matters.

This announcement is not intended to and does not constitute, or form any part of, an offer or an invitation to purchase, subscribe for or otherwise acquire, sell or dispose of any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the Recommended Offer or otherwise. The Recommended Offer will be made solely through the Recommended Offer Document and the Form of Acceptance, which will together contain the full terms and conditions of the Recommended Offer, including details of how to accept the Recommended Offer. Any acceptance or other response to the Recommended Offer should be made only on the basis of the information contained in the Recommended Offer Document and the Form of Acceptance. The laws of relevant jurisdictions may affect the availability of the Recommended Offer to persons not resident in the United Kingdom. Persons who are not resident in the United Kingdom, or who are subject to the laws of any jurisdiction other than the United Kingdom, should inform themselves about and observe any applicable legal and regulatory requirements. The Recommended Offer Document and the Form of Acceptance will be available for public inspection at the offices of Cenkos at 6.7.8 Tokenhouse Yard, London EC2R 7AS.

The Recommended Offer will not be made, directly or indirectly, in or into the United States or by use of mails of, or any means or instrumentality (including, without limitation, facsimile transmission, telephone or internet) of inter-state or foreign commerce of, or any facilities of a national, state or other securities exchange of the United States, nor will it be made directly or indirectly in or into Canada or Australia and the Recommended Offer will not be capable of acceptance by any such use, means, instrumentality or facilities or from within the United States, Canada or Australia or any other such jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction. Accordingly, copies of this announcement are not being, will not be and must not be mailed or otherwise forwarded, distributed or sent in, into or from the United States, Canada or Australia or any other such jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction and persons receiving this announcement (including without limitation custodians, nominees and trustees) must not mail, or otherwise forward, distribute or send it in, into or from the United States, Canada or Australia or any other such jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction.


Cautionary statement regarding forward-looking statements

This announcement may contain forward-looking statements concerning Mentor Generally the words 'will', 'may', 'should', 'continue', 'believes', 'expects', 'intends', 'anticipates' or similar expressions identify forward-looking statements.  The forward-looking statements involve risks and uncertainties that could cause actual results to differ materially from those suggested by them.  Many of these risks and uncertainties relate to factors that are beyond Mentor's abilities to control or estimate precisely, such as future market conditions and the behaviours of other market participants, and therefore undue reliance should not be placed on such statements which speak only as at the date of this announcement.  Mentor assumes no obligation and does not intend to update these forward-looking statements, except as required pursuant to applicable law.

Dealing disclosure requirements

Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the 'City Code'), if any person is, or becomes, 'interested' (directly or indirectly) in one per cent. or more of any class of 'relevant securities' of Flomerics, all 'dealings' in any 'relevant securities' of Flomerics (including by means of an option in respect of, or a derivative referenced to, any such 'relevant securities') must be publicly disclosed by no later than 3.30 pm (London time) on the London Business Day following the date of the relevant transaction.  This requirement will continue until the date on which the Recommended Offer becomes, or is declared, unconditional as to acceptance, lapses or is otherwise withdrawn or on which the 'offer period' otherwise ends.  If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an 'interest' in 'relevant securities' of Flomerics they will be deemed to be a single person for the purpose of Rule 8.3.

Under the provisions of Rule 8.1 of the City Code, all 'dealings' in 'relevant securities' of Flomerics by Mentor or Flomerics or by any of their respective 'associates', must be disclosed by no later than 12.00 noon (London time) on the London Business Day following the date of the relevant transaction.

A disclosure table, giving details of the companies in whose 'relevant securities' 'dealings' should be disclosed, and the number of such securities in issue, can be found on the Panel's website at www.thetakeoverpanel.org.uk.

'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 City 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. 

   APPENDIX I


REVISED CONDITION AND PRINCIPAL FURTHER TERMS OF THE RECOMMENDED OFFER


The Recommended Offer is conditional only upon valid acceptances being received (and not, where permitted, withdrawn) by not later than 3.00 pm on 16 July 2008 of the Recommended Offer (or such later time(s) and/or date(s) as Mentor may, with the consent of the Panel or in accordance with the rules of the City Code, decide) in respect of Flomerics Shares which, together with Flomerics Shares acquired or agreed to be acquired before or during the Recommended Offer, will result in Mentor and any person acting in concert with it holding Flomerics Shares carrying, in aggregate, over 50 per cent. of the voting rights then normally exercisable at general meetings of Flomerics on such basis as may be required by the Panel (including for this purpose, to the extent (if any) required by the Panel, any voting rights attaching to any shares which are unconditionally allotted or issued before the Recommended Offer becomes or is declared unconditional as to acceptances, whether pursuant to the exercise of conversion or subscription rights or otherwise); and for this purpose (i) Flomerics Shares which have been unconditionally allotted shall be deemed to carry the voting rights which they will carry on issue; and (ii) valid acceptances shall be treated as having been received in respect of any Flomerics Shares which are treated for the purposes of Part 28 of the Companies Act as having been acquired or contracted to be acquired by Mentor by virtue of acceptances of the Recommended Offer.

 

The Recommended Offer will be on terms and will be subject, inter alia, to the condition which is set out in this Appendix and those terms as are set out (or incorporated by reference) in the formal Recommended Offer Document.


Mentor
 reserves the right to elect to implement the acquisition of Flomerics, with the consent of the Panel if required, by way of scheme of arrangement under Part 26 of the Companies Act.  In such event, such scheme will be implemented on the same terms (subject to appropriate amendment).


 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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