Statement re Possible Offer
Carillion PLC
16 October 2007
Not for release, publication or distribution, in whole or in part, in or into or
from any jurisdiction where to do so would constitute a violation of the
relevant laws of such jurisdiction
16 October 2007
For Immediate Release
Statement by Carillion plc ('Carillion') regarding a Possible Offer for Alfred
McAlpine plc ('Alfred McAlpine')
In response to the announcement by Alfred McAlpine, Carillion confirms that it
has approached the Board of Alfred McAlpine with a view to entering into
discussions about a possible offer for Alfred McAlpine.
Carillion believes that Alfred McAlpine would represent an attractive
acquisition and that a combination of the two companies would present an
excellent strategic fit, creating a leading position in support services and
integrated solutions and generating an opportunity to extract significant cost
savings.
Carillion notes that the Board of Alfred McAlpine has today rejected this
approach. Carillion will continue to evaluate all strategic opportunities,
including Alfred McAlpine, based on a disciplined and value-driven approach to
earnings, indebtedness and returns. There can be no certainty that any further
proposal will be made to the board of Alfred McAlpine or that any offer or
transaction will result or as to the terms on which any offer or transaction
might be made.
A further announcement will be made if appropriate.
Enquiries:
Carillion plc
John Denning +44 (0) 1902 316 426
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 Carillion or Alfred McAlpine, 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declared, unconditional as to acceptances, lapses or is otherwise withdrawn or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 Carillion or Alfred McAlpine,
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 Carillion or Alfred McAlpine by Carillion or Alfred McAlpine, 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.
This information is provided by RNS
The company news service from the London Stock Exchange
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