Selecta Group-Offer Extended
Compass Group PLC
24 April 2001
24 April 2001
COMPASS GROUP PLC
OFFER FOR SELECTA GROUP: OFFER EXTENDED
On 26 March 2001, Compass Group PLC ('Compass Group') published a public
purchase offer (the 'Offer') for all publicly held outstanding registered
shares in Selecta Group ('Selecta') with a nominal value of CHF 50.- each.
Compass Group offered CHF 540.- net per registered share of Selecta with a
nominal value of CHF 50.- each, less the gross amount of any dividend or other
payments that Selecta might distribute to its shareholders until completion of
the Offer.
The Offer is subject, inter alia, to the competent Swiss and European
competition authorities having granted clearance for the takeover of Selecta
by Compass Group without asking any of the parties to meet any material
conditions.
The Swiss Competition Commission resolved on 19 April 2001 that the proposed
combination could be cleared without a formal investigation.
However, the time limit for the European Commission - the competent European
competition authority - to announce its decision as to whether it will clear
the proposed combination has not yet expired. This time limit will expire on 8
May 2001.
Consequently, Compass Group extends the Offer period until 9 May 2001, 4 p.m.
Central European Time (CET), in compliance with the terms of the Offer.
Compass Group reserves the right to extend again the Offer period, depending
on the outcome of the proceedings before the European Commission. An extension
of the Offer period beyond 40 trading days requires the prior consent of the
Swiss Takeover Board.
Compass Group will announce in a further release the number of acceptances it
has received within the original Offer period which expires at 4 p.m. Central
European Time (CET) today.
As a consequence of the extension of the Offer, the Offer price is expected to
be paid on 15 May 2001 for the Selecta shares notified for acceptance during
the Offer period and the extended Offer period and on 1 June 2001 for the
Selecta shares which will be notified for acceptance during the additional
acceptance period.
Schroder Salomon Smith Barney is acting as financial adviser to Compass Group.
UBS Warburg is acting as financial adviser to Compass Group in respect of the
Offer. Compass Group has also commissioned UBS AG for the technical handling
of the Offer.
For further information, please contact:
Andrew Lynch, Group Finance Director, Compass Group
Ron Morley, Company Secretary, Compass Group
Nick Lyon/Wendy Baker, Hudson Sandler
This document is issued by and is the responsibility of Compass Group the
contents having been approved solely for the purposes of section 57 of the
Financial Services Act 1986 by Salomon Brothers International Limited (trading
as Schroder Salomon Smith Barney).
The extended Offer is not being made directly or indirectly in or by the use
of the mails of, or by any means or instrumentality of interstate or foreign
commerce of, or any facilities of a national exchange of the United States of
America, or in any country or jurisdiction where such Offer would be
considered unlawful or in which it would otherwise breach any applicable law
or regulation or which would require Compass Group to amend any term or
condition of the extended Offer in any way or which would require Compass
Group to make any additional filing with, or take any additional action with
regards to, any governmental, regulatory or legal authority. Offering
materials relating to the Offer may not be distributed in nor sent to such
country or jurisdiction and may not be used for the purposes of soliciting the
purchases of any securities of Selecta from anyone in such country or
jurisdiction.
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