EGM Circular Being Posted
Ryanair Holdings PLC
21 November 2006
EGM CIRCULAR BEING POSTED
Ryanair announces that it is today issuing a circular to its shareholders
convening an extraordinary general meeting of the Company for 10.00 a.m. on 14
December, 2006 at which resolutions in respect of the proposed Acquisition of
Aer Lingus and the recently announced stock split, will be considered and voted
upon. The Extraordinary General Meeting will be held at The Great Southern
Hotel, Dublin Airport, Co. Dublin, Ireland.
A copy of the this document has been submitted to the Irish Stock Exchange and
the UK Listing Authority, and will shortly be available for inspection at the
following locations:
1. Company Announcements Office,
Irish Stock Exchange,
28 Anglesea Street,
Dublin 2,
Ireland.
Tel: + 353 1 6174200
2. Financial Services Authority,
25 The North Colonnade,
Canary Wharf,
London E14 5HS,
United Kingdom.
Tel: + 44 207 066 1000.
Enquiries:
Ryanair Telephone: +353 1 812 1212
Howard Millar
Davy Corporate Finance Telephone: +353 1 679 6363
(Financial Adviser to Ryanair)
Hugh McCutcheon
Eugenee Mulhern
Morgan Stanley Telephone: +44 20 74255000
(Financial Adviser to Ryanair)
Gavin MacDonald
Colm Donlon
Adrian Doyle
Murray Consultants Telephone: +353 1 498 0300
(Public Relations Advisers to Ryanair)
Pauline McAlester Telephone: +353 87 255 8300
This announcement does not constitute an offer or an invitation to offer to
purchase or subscribe for any securities. Any response by Aer Lingus
shareholders in relation to the Offer should only be made on the basis of the
information contained in the Offer Document or any document by which the Offer
is made.
The directors of Ryanair accept responsibility for the information contained in
this announcement. To the best of the knowledge and belief of the directors of
Ryanair (who have taken all reasonable care to ensure that such is the case),
the information contained in this announcement for which they accept
responsibility is in accordance with the facts and does not omit anything likely
to affect the import of such information.
Terms defined in the circular issued by Ryanair today have the same meaning in
this announcement unless otherwise stated.
Any person who is the holder of 1 per cent. or more of any class of shares in
Aer Lingus or Ryanair may be required to make disclosures pursuant to Rule 8.3
of the Irish Takeover Panel Act, 1997, Takeover Rules 2001 to 2005, as applied,
with amendments by the European Communities (Takeover Bids (Directive 2004/25/
EC)) Regulations 2006.
Davy Corporate Finance, which is regulated in Ireland by the Financial
Regulator, is acting exclusively for Ryanair and no one else in connection with
the Offer, and will not be responsible to anyone other than Ryanair for
providing the protections afforded to clients of Davy Corporate Finance nor for
providing advice in relation to the Offer, the contents of this document or any
transaction or arrangement referred to in this announcement.
Morgan Stanley & Co. Limited is acting exclusively for Ryanair and no one else
in connection with the Offer and will not be responsible to anyone other than
Ryanair for providing the protections afforded to clients of Morgan Stanley &
Co. Limited nor for providing advice in relation to the Offer, the contents of
this document or any transaction or arrangement referred to in this
announcement.
The availability of the Offer to persons outside Ireland may be affected by the
laws of the relevant jurisdiction. Such persons should inform themselves about
and observe any applicable requirements. The Offer will not be made, directly or
indirectly, in or into Australia, Canada, Japan, South Africa, the United States
or any other jurisdiction where it would be unlawful to do so, or by use of the
mails, or by any means or instrumentality (including, without limitation,
telephonically or electronically) of interstate or foreign commerce, or by any
facility of a national securities exchange of any jurisdiction where it would be
unlawful to do so, and the Offer will not be capable of acceptance by any such
means, instrumentality or facility from or within Australia, Canada, Japan,
South Africa, the United States or any other jurisdiction where it would be
unlawful to do so. Accordingly, copies of this announcement and all other
documents relating to the Offer are not being, and must not be, mailed or
otherwise forwarded, distributed or sent in, into or from Australia, Canada,
Japan, South Africa, the United States or any other jurisdiction where it would
be unlawful to do so. Persons receiving such documents (including, without
limitation, nominees, trustees and custodians) should observe these
restrictions. Failure to do so may invalidate any related purported acceptance
of the Offer. Notwithstanding the foregoing restrictions, Ryanair reserves the
right to permit the Offer to be accepted if, in its sole discretion, it is
satisfied that the transaction in question is exempt from or not subject to the
legislation or regulation giving rise to the restrictions in question.
Ends. Tuesday, 21st November 2006
This information is provided by RNS
The company news service from the London Stock Exchange
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