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Imp. Chemical Inds. (ICI)

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Monday 18 June, 2007

Imp. Chemical Inds.

Offer Rejection

Imperial Chemical Industries PLC
18 June 2007


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN, INTO OR FROM AUSTRALIA, CANADA,
JAPAN OR THE UNITED STATES


18 June 2007


                ICI rejects 600p per share offer from Akzo Nobel


In response to the announcement today from Akzo Nobel, ICI Group PLC ("ICI") can
confirm that on 4 June 2007 it received an indicative proposal under which Akzo
Nobel N.V. ("Akzo Nobel") would acquire ICI for 600p per share in cash.


The Board of ICI considered this proposal and unanimously rejected it on the
grounds that it significantly undervalues ICI. The Board is very confident in
the Group's strategy and strong growth prospects.


As required by the Takeover Code, ICI confirms that this announcement is not
being made with the agreement or approval of Akzo Nobel. For the avoidance of
doubt, there can be no certainty that the approach by Akzo Nobel will lead to an
offer being made for ICI or as to the terms on which any offer might be made.


Contact information:

ICI:
John Dawson, VP for Investor Relations and Corporate Communications
Tel: +44 20 7009 5315


Regina Kilfoyle, Director of Corporate Communications
Tel: +44 20 7009 5410


Brunswick:
Kevin Byram / Nina Coad
Tel: +44 (0) 20 7404 5959


About ICI


ICI is one of the world's major coatings, adhesives, starch and synthetic
polymers businesses. ICI products today include adhesives for a wide range of
applications, starches for the food industry, specialty polymers for personal
care products, adhesives for the electronics and packaging markets as well as a
wide range of decorative coatings and specialty products for domestic use and
the construction industry. More than a quarter of ICI's sales are made in Asia
Pacific, with 29% in Europe and over 40% in the Americas.


Listed on both the London and New York Stock Exchanges, ICI is a member of the
FTSE100, FTSE4Good and the Dow Jones Sustainability Index. ICI has approximately
26,000 employees worldwide and 2006 sales for its continuing operations of £4.8
billion.



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 ICI, 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 ICI, 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 ICI by Akzo Nobel or ICI, 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
Takeover 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 Takeover
Panel.




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

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