Novera Energy PLC
15 February 2008
Novera Energy plc
Statement re recent share price movement
15 February 2008
The board of directors (the "Board") of Novera Energy plc ("Novera") notes the
recent movement in Novera's share price and confirms that it has received an
approach that may or may not lead to a cash offer being made for Novera at a
price of 90 pence per share. The making of any formal offer is subject to a
number of pre-conditions which Novera is currently seeking to address (although
there is no certainty that these pre-conditions will be satisfied or waived).
The Board wishes to stress that there can be no certainty that this approach
will lead to a formal offer being made for Novera.
This announcement has been made with the consent of the potential offeror.
A further announcement will be made as and when appropriate.
In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, Novera
confirms that it currently has in issue 124,057,780 ordinary shares of 5 pence
each. The International Securities Identification Number for the ordinary shares
For further information, please contact:
Oriel Securities Limited (Financial Adviser, Nominated Adviser and
broker to Novera Energy plc) 020 7710 7600
Adrian McMillan / Michael Shaw
Gavin Anderson (PR) 020 7554 1400
Ken Cronin / Kate Hill
Oriel Securities Limited ("Oriel Securities"), which is authorised and regulated
in the United Kingdom by the Financial Services Authority, is acting for Novera
and no-one else in connection with the matters referred to herein and will not
be responsible to anyone other than Novera for providing the protections
afforded to clients of Oriel Securities or for giving advice in relation to such
Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if any
person is, or becomes, "interested" (directly or indirectly) in 1% or more of
any class of "relevant securities" of Novera, all "dealings" in any "relevant
securities" of that company (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 p.m. (London time) on the London business day
following the date of the relevant transaction. This requirement will continue
until the date on which the offer becomes, or is declared, unconditional as to
acceptances, lapses or is otherwise withdrawn or on which the "offer period"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 Novera, 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 Code, all "dealings" in "relevant
securities" of Novera by the potential offeror or by Novera, 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 Takeover Panel's website at
"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.
This information is provided by RNS
The company news service from the London Stock Exchange