Offer Update
Peel Hldgs PLC
13 January 2003
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES OF
AMERICA, CANADA, AUSTRALIA OR JAPAN
FOR IMMEDIATE RELEASE
PEEL HOLDINGS P.L.C.
RECOMMENDED CASH OFFER BY ROTHSCHILD ON BEHALF OF PEEL PORTS LIMITED
(A SUBSIDIARY OF PEEL HOLDINGS P.L.C.) FOR CLYDEPORT PLC
It was announced on 24 December 2002 that Peel's Offer for Clydeport had been
declared unconditional as to acceptances. All the remaining conditions of Peel's
Offer for Clydeport have now been satisfied or waived and accordingly the Board
of Peel announces that the Offer is declared unconditional in all respects. The
Offer will remain open until further notice and the Loan Note Alternative will
also remain open until further notice.
In the Offer Document, Peel stated that following the Offer becoming or being
declared unconditional in all respects it would procure that Clydeport would
apply to the UK Listing Authority for the cancellation of the listing of
Clydeport Shares on the Official List and to the London Stock Exchange for the
cancellation of the admission to trading of Clydeport Shares on the London Stock
Exchange's market for listed securities. The 20 business day notice period to
such cancellations has now commenced and the anticipated date of such
cancellation is 14 February 2003. Such cancellations will significantly reduce
the liquidity and marketability of any Clydeport Shares not assented to the
Offer.
As Peel has acquired or received acceptances under the Offer in respect of
sufficient Clydeport Shares, it intends to implement the provisions of sections
428 to 430F (inclusive) of the Act to acquire compulsorily any outstanding
Clydeport Shares. A letter, together with a statutory notice pursuant to
section 429, will shortly be posted to Shareholders who have not yet accepted
the Offer.
Consideration under the Offer will be dispatched by 27 January 2003 to Clydeport
Shareholders who have already provided valid and complete acceptances under the
Offer. Consideration in respect of valid acceptances received following the date
of this announcement will be dispatched to accepting Clydeport Shareholders
within 14 days of such receipt.
Enquiries:
Peel / Peel Holdings 0161 629 8200
Mr John Whittaker
Mr Peter Scott
Rothschild 0161 827 3800
Mr Richard Bailey
Mr Andrew Simpson
The definitions set out in the Offer Document dated 18 November 2002 apply to
this announcement unless otherwise indicated.
The Offer (including the Loan Note Alternative) will not be made, directly or
indirectly, in or into, or by use of the mails of, or by any means or
instrumentality (including, without limitation, fax, telex or telephone) of
interstate or foreign commerce of, or any facilities of a national securities
exchange of, the United States, Canada, Australia or Japan and the Offer will
not be capable of acceptance by any such use, means, instrumentality or
facilities or from within the United States, Canada, Australia or Japan.
Accordingly, copies of this announcement are not being, and must not be, mailed
or otherwise distributed or sent in or into the United States, Canada, Australia
or Japan.
The Loan Notes have not been, and will not be, listed on any stock exchange and
have not been, and will not be, registered under the Securities Act nor under
the relevant securities laws of and province or territory of Canada, Australia
or Japan. The Loan Notes may not be offered, sold, transferred or delivered,
directly or indirectly, in or into the USA, Canada, Australia or Japan
N M Rothschild & Sons Limited, which is regulated in the UK by the Financial
Services Authority, is acting for Peel and Peel Holdings in connection with the
Offer and no one else and will not be responsible to anyone other than Peel and
Peel Holdings for providing the protections offered to clients of N M Rothschild
& Sons Limited nor for providing advice in relation to the Offer.
This information is provided by RNS
The company news service from the London Stock Exchange
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