Stabilisation Notice


 

TIDMCPP 
 
RNS Number : 8458I 
CPPGroup PLC 
19 March 2010 
 

 
 
 
TO BE RELEASED OUTSIDE THE UNITED STATES ONLY. NOT FOR DISTRIBUTION DIRECTLY OR 
 INDIRECTLY IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, SWITZERLAND, SOUTH 
                                AFRICA OR JAPAN 
 
FOR IMMEDIATE RELEASE 
            19 MARCH 2010 
 
 
 
Stabilisation Notice: CPPGroup Plc 
 
In connection with the Global Offer in relation to the following Ordinary 
Shares: 
CPPGroup Plc Ordinary Shares of 10p each 
ISIN Code: GB00B5W55H93 
 
Pursuant to Rule 3070 of the Rules of the London Stock Exchange, UBS Limited 
hereby notifies the London Stock Exchange that, as stabilising manager, either 
it or its agents may over-allot and/or effect other transactions with a view to 
supporting the market price of the Ordinary Shares of CPPGroup Plc ("Ordinary 
Shares") at a level higher than that which might otherwise prevail from 8:00a.m. 
on 19 March 2010 to close of business on 16 April 2010.However, there is no 
obligation on UBS Limited, or any agent of UBS Limited, to do thisand there is 
no assurance that stabilising transactions will be undertaken. Such transactions 
may be effected on the London Stock Exchange, any over the counter market, other 
stock exchange or otherwise. Such stabilising, if commenced, may be discontinued 
at any time without prior notice and must be brought to an end no later than 16 
April 2010. In no event will measures be taken to stabilise the market price of 
the Ordinary Shares above the issue price of 235p. Save as required by law or 
regulation, neither UBS Limited nor any of its agents intends to disclose the 
extent of any over-allotments made and/or stabilisation transactions conducted 
in relation to the Global Offer. 
 
In connection with the Global Offer, Hamish Ogston (as Over-allotment 
Shareholder), has granted UBS Limited, on behalf of itself and J.P. Morgan 
Securities Limited, an Over-allotment Option, exercisable in whole or in part 
upon notice by UBS Limited on or before 16 April 2010 which, if exercised will 
require the Over-allotment Shareholder to sell up to 10 per cent. of the 
aggregate number of Ordinary Shares available in the Global Offer (before any 
exercise of the Over-allotment Option) at the Offer Price to cover short 
positions arising from any over-allotments and/or sales of Ordinary Shares 
effected by UBS Limited during the stabilising period. 
 
Any Over-allotment Shares made available pursuant to the Global Offer will rank 
pari passu in all respects with any Ordinary Shares being sold in the Global 
Offer and will be purchased on the same terms and conditions as the other 
Ordinary Shares being issued or sold in the Global Offer and will form a single 
class for all purposes with the other Ordinary Shares. 
 
UBS Limited has agreed with CPPGroup Plc that any over-allotment of Ordinary 
Shares by it or any of its agents will be up to a maximum of 10 per cent. of the 
total number of Ordinary Shares comprised in the Global Offer (before any 
exercise of the Over-allotment Option). 
 
Number of Ordinary Shares in the Global Offer:  63,829,786 (assuming no exercise 
of the over-allotment option) 
Number of Ordinary Shares subject to the over-allotment option: 6,382,978 
The issue price of CPPGroup Plc Ordinary Shares of 10p each was set at 235p on 
18 March 2010 
 
UBS Limited contacts: 
 
Sam Kendall 
020 7568 3506 
 
Edward Cook 
020 7568 2227 
 
 
IMPORTANT NOTICE 
 
This announcement and the offer of the securities to which it relates are only 
addressed to and directed at persons outside the United Kingdom and persons in 
the United Kingdom who have professional experience in matters related to 
investments or who are high net worth persons within article 12(5) of the 
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 and 
must not be acted on or relied on by other persons in the United Kingdom. 
 
This announcement is not for publication or distribution, directly or 
indirectly, in or into the United States. The distribution of this announcement 
may be restricted by law in certain jurisdictions and persons into whose 
possession any document or other information referred to herein comes should 
inform themselves about and observe any such restriction. Any failure to comply 
with these restrictions may constitute a violation of the securities laws of any 
such jurisdiction. 
 
J.P. Morgan Securities Limited and UBS Limited (together, the "Banks") are 
acting as joint sponsors, joint lead managers, joint global co-ordinators and 
joint bookrunners in connection with Admission and the Global Offer and as 
underwriters in connection with the Global Offer. 
 
The Banks are acting exclusively for the Company and no-one else in connection 
with the Global Offer. They will not regard any other person as their client in 
relation to the Global Offer and will not be responsible to anyone other than 
the Company for providing the protections afforded to customers of the Banks or 
for giving advice in relation to the Global Offer, the contents of this 
announcement or any transaction, arrangement or other matter referred to herein. 
 
 
This announcement does not contain or constitute an offer, or the solicitation 
of an offer to buy or subscribe for Ordinary Shares, and is not for distribution 
in, the United States, Canada, Australia, Switzerland, South Africa or Japan, or 
in any jurisdiction in which distribution is unlawful. The Ordinary Shares have 
not been and will not be registered under the US Securities Act of 1933, as 
amended (the "Securities Act") or under the securities laws of South Africa, 
Canada, Switzerland, Australia or Japan, and may not be offered, sold, 
transferred or delivered, directly or indirectly, in or into the United States 
except pursuant to an exemption from, or in a transaction not subject to, the 
registration requirements of the Securities Act and in compliance with any 
applicable securities laws of any states or other jurisdiction of the United 
States. Subject to certain exceptions, the Ordinary Shares referred to herein 
may not be offered or sold in South Africa, Canada, Switzerland, Australia or 
Japan, or to, or for the account or benefit of any national, resident or citizen 
of South Africa, Canada, Switzerland, Australia or Japan. There will be no 
public offer of the Ordinary Shares in the United States, South Africa, Canada, 
Switzerland, Australia, Japan or elsewhere. Any failure to comply with these 
restrictions may result in a violation of the laws of such jurisdiction. 
 
This announcement is for information purposes only and does not constitute an 
invitation or offer to underwrite, subscribe for or otherwise acquire or dispose 
of any securities of  CPPGroup Plc in any jurisdiction. 
 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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