Information  X 
Enter a valid email address

Umbro PLC (UMB)

  Print      Mail a friend       Annual reports

Friday 29 February, 2008

Umbro PLC

Reduction of Capital

Umbro PLC
29 February 2008


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


29 February 2008

                              Umbro plc ("Umbro")


 Recommended cash acquisition of Umbro plc by NIKE Vapor Ltd. ("Nike Vapor", a
                     wholly-owned subsidiary of NIKE, Inc.)


                  Court order confirming Reduction of Capital
                    Effective Date of scheme of arrangement
                       Cancellation of listing of Shares


The board of Umbro is pleased to announce that the High Court of Justice has
today made an order confirming the Reduction of Capital as part of the scheme of
arrangement under section 425 of the Companies Act 1985 (and section 899 of the
Companies Act 2006) to effect the recommended cash acquisition by Nike Vapor of
the entire issued and to be issued share capital of Umbro (the "Scheme") on the
terms set out in a circular Umbro sent to its shareholders on 23 November 2007
(the "Scheme Document").

The Scheme will become effective on registration of the Court order by the
Registrar of Companies. A copy of the Court order confirming the Reduction of
Capital will be delivered to the Registrar of Companies on 3 March 2008 and
accordingly, the Scheme is expected to become effective at this time.

Umbro has written to the United Kingdom Listing Authority to request that the
listing of the Shares on the Official List be cancelled and to the London Stock
Exchange to request that the Shares cease to be admitted to trading on the
London Stock Exchange's main market for listed securities, in each case with
effect from 8.00 a.m. on 4 March 2008. The Shares were suspended from listing on
the Official List and from trading on London Stock Exchange's main market for
listed securities, in each case at or about 7.30 a.m. today.

Once the Scheme has become effective, the cash consideration will be despatched
no later than 17 March 2008.

Capitalised terms used (but not defined) in this announcement have the same
meanings as in the Scheme Document unless the context requires otherwise.

All times referred to in this announcement are references to London time.

Enquiries:

NIKE, INC.                                    
Nigel Powell, Vice President of Global        Telephone: +1 503 671 6758      
Communications                                

Charlie Brooks, UK Head of Corporate          Telephone: +44 20 7432 6390 or        
Communications                                           +44 77 1472 4995

Massimo Giunco, EMEA Head of Corporate        Telephone: +31 35 626 6980 or
Communications                                           +31 64 6372 512

Alan Marks, Global Director of Media          Telephone: +1 503 671 2673
Relations

Pamela Catlett, Vice President, Investor      Telephone: +1 503 671 4589
Relations

MERRILL LYNCH                                 
(Financial Adviser and Corporate Broker 
to Nike and Nike Vapor)

UK                                            Telephone: +44 20 7628 1000
Kevin J. Smith
Andrew Osborne (Corporate Broking)

US                                            Telephone: +1 212 449 1000
Lisa Clyde
Alan Goodstadt

Citigate Dewe Rogerson                        Telephone: +44 20 7638 9571
(PR Adviser to Nike)
Patrick Donovan
Simon Rigby

UMBRO PLC                                     
Steve Makin, CEO                              Telephone: +44 161 492 2000

JPMorgan Cazenove                             Telephone: +44 20 7588 2828
(Financial Adviser to Umbro)
Luke Bordewich

Brunswick                                     Telephone: +44 20 7404 5959                                     
(PR Adviser to Umbro)
Simon Sporborg
Dominic McMullan


This announcement is not intended to and does not constitute or form any part of
an offer or invitation to sell or subscribe for or purchase any securities or
the solicitation of any vote or approval in any jurisdiction pursuant to the
Transaction or otherwise. The Transaction will be effected solely through the
Scheme Document, which contains the full terms and conditions of the
Transaction.

Merrill Lynch is acting exclusively for Nike and Nike Vapor and no-one else in
connection with the Transaction and will not be responsible to anyone other than
Nike and Nike Vapor for providing the protections afforded to clients of Merrill
Lynch or for providing advice in relation to the Transaction or any other
matters referred to in this announcement.

JPMorgan Cazenove is acting exclusively for Umbro and no-one else in connection
with the Transaction and will not be responsible to anyone other than Umbro for
providing the protections afforded to clients of JPMorgan Cazenove or for
providing advice in relation to the Transaction or any other matters referred to
in this announcement.

The distribution 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. This announcement has been prepared for the purpose of
complying with English law and the Code and the information disclosed may not be
the same as that which would have been disclosed if this announcement had been
prepared in accordance with the laws of jurisdictions outside the UK.



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