RNS Number : 3004W
Stagecoach Group PLC
27 July 2009
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 IN THAT JURISDICTION
Stagecoach Group plc ('Stagecoach')
Statement regarding National Express Group plc ('National Express')
Further to recent media speculation, the Board of Stagecoach confirms that it is considering its options in relation to National Express. A consortium comprising funds advised by CVC Capital Partners and interests of the Cosmen family (together, the 'Consortium') confirmed on 24 July 2009 that it had made an indicative proposal to acquire for cash the entire issued and to be issued shares of National Express. Stagecoach confirms that it is in exclusive discussions with the Consortium regarding the possible acquisition by Stagecoach of certain businesses and assets of National Express in the event that the Consortium acquires National Express.
In addition to its discussions with the Consortium, Stagecoach will continue to consider all other options in relation to National Express.
In accordance with Rule 2.10 of The City Code on Takeovers and Mergers, Stagecoach confirms that its total issued equity share capital at 24 July 2009 comprises 719,764,525 ordinary shares of 56/57 pence each. The International Securities Identification Number for the Stagecoach ordinary shares is GB00B1VJ6Q03.
Stagecoach Group plc
Martin Griffiths, Finance Director Tel: 01738 442111
Ross Paterson, Company Secretary Tel: 01738 442111
Steven Stewart, Director of Corporate Communications Tel: 01738 442111
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 Stagecoach or of National Express, 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 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until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the 'offer period' otherwise ends.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 Stagecoach or National Express, 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 Stagecoach or of National Express by Stagecoach or National Express, 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 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 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.
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