RNS Number:1943E
Chargeurs UK Limited
25 May 2001
PRESS RELEASE
FOR IMMEDIATE RELEASE 25 May 2001
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES,
CANADA, AUSTRALIA OR JAPAN
RECOMMENDED FINAL CASH OFFERS BY
N M ROTHSCHILD & SONS LIMITED
ON BEHALF OF
CHARGEURS UK LIMITED
A WHOLLY OWNED SUBSIDIARY OF
CHARGEURS
FOR
DRUMMOND GROUP PLC
N M Rothschild & Sons Limited
1 Park Row, Leeds LS1 5NR
Telephone: 44 113 200 1900
Fax: 44 113 243 4507
Registered number 925279 England
Registered office: New Court, St Swithin's Lane
London EC4P 4DU
Regulated by SFA
Summary
* It is announced today that the board of Chargeurs UK and the Independent
Directors of Drummond have agreed the terms of recommended cash offers, to
be made by Rothschild, on behalf of Chargeurs UK, for the Ordinary Shares
and 5.6% Preference Shares of Drummond not already held by Chargeurs UK.
Chargeurs UK is currently interested in 74.1 per cent. of the issued
Ordinary Shares and 0.9 per cent. of the issued 5.6% Preference Shares.
Chargeurs UK is a wholly owned subsidiary of Chargeurs Fabrics, which is
in turn a wholly owned subsidiary of Chargeurs.
* The Ordinary Offer values each Ordinary Share of Drummond at 7 pence and
the 5.6% Preference Offer values each 5.6% Preference Share at 110 pence
plus dividend arrears. These dividend arrears amounted to approximately 12
pence per 5.6% Preference Share as at 31 March 2001.
* The Ordinary Offer represents a premium of approximately 12 per cent.
over the closing middle-market price of 6.25 pence per Ordinary Share on
24 May 2001 (the last dealing day prior to this announcement) and is made
at the same price as Drummond's rights issue last year, despite Drummond's
uncertain future trading outlook.
* The 5.6% Preference Offer represents a premium of approximately 16 per
cent. over the closing middle-market price of 95 pence per 5.6% Preference
Share on 24 May 2001 (the last dealing day prior to this announcement).
* Support for the Offers has been received in respect of 33.5 per cent. of
the Ordinary Shares to which the Ordinary Offer relates (being 8.7 per
cent. of the entire existing issued Ordinary Shares) and 23.6 per cent. of
the existing issued 5.6% Preference Shares.
* Chargeurs UK intends to cancel the listings of the Ordinary Shares and
5.6% Preference Shares on AIM, irrespective of the level of acceptances
received under the Offers.
* The Offers will be final and will not be increased.
* The Independent Directors of Drummond, who have been so advised by Brown
Shipley, consider the terms of the Offers to be fair and reasonable and
will unanimously recommend that Ordinary Shareholders and 5.6% Preference
Shareholders accept the Offers. In providing its advice to the Independent
Directors, Brown Shipley has taken into account the commercial assessments
of the Independent Directors.
Sergio Coimbra, Managing Director of Chargeurs Fabrics and Chairman of
Drummond, said today:
"Despite the uncertain future trading outlook for Drummond, I am pleased that
Chargeurs UK is now able to offer Ordinary Shareholders and 5.6% Preference
Shareholders the opportunity to realise their investment in Drummond for cash.
The de-listing of Drummond's Ordinary Shares and 5.6% Preference Shares will
remove regulatory costs and constraints from Drummond which are inappropriate
for a company of its size and inconsistent with its status as a subsidiary of
Chargeurs."
Commenting on the Offers, Michael Abrahams, an Independent Director of
Drummond, added:
"Ordinary Shareholders have little prospect of receiving a capital amount from
any other source and, given the substantial arrears of preference dividends,
have little chance of any dividend in the foreseeable future. I urge all
Drummond Shareholders to accept the Offers immediately. Those who do not will
retain shares but will have a limited ability to trade those shares to realise
any capital value. "
This summary should be read in conjunction with the attached announcement. In
addition, Drummond announced today its preliminary results for the nine months
ended 31 December 2000.
Enquiries:
Chargeurs UK:
Sergio Coimbra Telephone: 00 33 3 20 28 8060
Managing Director of Chargeurs Fabrics and Chairman of Drummond
N M Rothschild & Sons Limited:
David M Forbes /Greg Cant Telephone: 0113 200 1900
Drummond:
Michael Abrahams, Independent Director Telephone: 01274 721435
Stefan Simmonds, Independent Director Telephone: 01274 721435
Brown, Shipley & Co. Limited:
Philip Johnson Telephone: 0161 214 6540
N M Rothschild & Sons Limited, which is regulated in the United Kingdom by The
Securities and Futures Authority Limited, is acting for Chargeurs and
Chargeurs UK and no-one else in connection with the Offers and will not be
responsible to anyone other than Chargeurs and Chargeurs UK for providing the
protections afforded to customers of N M Rothschild & Sons Limited nor for
giving advice in relation to the Offers.
Brown, Shipley & Co. Limited, which is regulated in the United Kingdom by The
Securities and Futures Authority Limited, is acting for Drummond and no-one
else in connection with the Offers and will not be responsible to anyone other
than Drummond for providing the protections afforded to customers of Brown,
Shipley & Co. Limited nor for giving advice in relation to the Offers.
This announcement does not constitute an offer or an invitation to purchase
any securities. The Offers 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, facsimile, telex or telephone) of interstate
or foreign commerce of, or of any facility of a national securities exchange
of, the United States, nor will they be made in or into Canada, Australia or
Japan and the Offers will not be capable of acceptance by any such use, means,
instrumentality or facilities. Accordingly, unless otherwise determined by
Chargeurs UK and permitted by applicable law, copies of this announcement and
any other documents related to the Offers are not being, and must not be,
mailed or otherwise distributed or sent in or into the United States, Canada,
Australia or Japan and persons receiving such documents (including custodians,
nominees and trustees) must not distribute or send them in, into or from such
jurisdictions.
The contents of this announcement have been approved for the purposes of
Section 57 of the Financial Services Act 1986 by N M Rothschild & Sons
Limited.
PRESS RELEASE
FOR IMMEDIATE RELEASE 25 May 2001
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO THE UNITED STATES,
CANADA, AUSTRALIA OR JAPAN
RECOMMENDED FINAL CASH OFFERS BY
N M ROTHSCHILD & SONS LIMITED
ON BEHALF OF
CHARGEURS UK LIMITED
A WHOLLY OWNED SUBSIDIARY OF
CHARGEURS
FOR
DRUMMOND GROUP PLC
1. The Offers
It is announced today that the board of Chargeurs UK and the Independent
Directors of Drummond have agreed the terms of recommended cash offers, to be
made by Rothschild, on behalf of Chargeurs UK, a wholly owned subsidiary of
Chargeurs, to acquire the whole of the issued ordinary share capital and 5.6%
preference share capital of Drummond not already held by Chargeurs UK.
(a) Ordinary Offer
The Ordinary Offer, which is consistent with the subscription price of
Drummond's rights issue last year, despite the uncertain future
trading outlook for Drummond, will be made on the following basis:
for each Ordinary Share 7 pence in cash
This represents a premium of approximately 12 per cent. to the closing
middle-market price of 6.25 pence per Ordinary Share on 24 May 2001,
the last dealing day prior to this announcement.
The Ordinary Offer values the whole of the issued ordinary share
capital at approximately #4.5 million.
(b) 5.6% Preference Offer
The 5.6% Preference Offer will be made on the following basis:
for each 5.6% Preference Share
110 pence plus dividend arrears in
cash
The consideration of 110 pence represents a premium of approximately
16 per cent. to the closing middle-market price of 95 pence per 5.6%
Preference Share on 24 May 2001, the last dealing day prior to this
announcement.
The 5.6% Preference Offer values the whole of the issued 5.6%
preference share capital at approximately #247,500 plus dividend
arrears. These dividend arrears amounted to 12 pence per 5.6%
Preference Share as at 31 March 2001 and will be calculated up to and
including the first date upon which consideration is satisfied under
the 5.6% Preference Offer.
The Offers will be final and will not be increased.
The Offers will be on the terms contained in this announcement and subject to
the condition which is set out in Appendix I. Those terms and that condition
will be set out in the formal Offer Document together with such other terms as
may be required to comply with the City Code.
The Drummond Shares, which are the subject of the Offers, will be acquired
fully paid and free from all liens, equities, charges, encumbrances, rights of
pre-emption and other third party rights or interests and together with all
rights now or hereafter attaching thereto, including without limitation the
right to receive and retain all dividends and other distributions (if any)
declared, made or paid on or after the date hereof and dividend arrears
relating to the 5.6% Preference Shares.
2. Background to and reasons for the Offers
Drummond is one of a small number of listed textile manufacturers left in the
United Kingdom. In common with its competitors, it has seen a substantial
change in recent years in both the demands of its customers and in the
economic climate in which it operates. In 1998, it announced a reorganisation,
resulting in an exceptional charge of #3.6 million, which involved the
integration of parts of its woollen and worsted businesses in order that it
could better compete in its markets and face the competitive pressures from
overseas which increased as sterling strengthened. On 11 February 2000, it
announced a further substantial reorganisation programme to consolidate the
operating businesses of Armatex and Stroud Riley with its woollen/worsted
business. This was in response to the challenge of increased price competition
and depressed retail sales and was expected to allow Drummond to concentrate
on the development of its core business.
The initial costs of that exercise, together with the continuing effect of
severe price competition in the retail sector, significantly increased the
pressure on Drummond's cash resources. The board of Drummond believed that the
Crowther Woollen business needed further radical action in order to ensure
Drummond's future viability. Consequently, the board explored a number of
options, the only alternative being the rights issue last year underwritten by
Chargeurs UK. As a result of the rights issue and subsequent dealing,
Chargeurs UK is now interested in 47,925,076 Ordinary Shares, representing
74.1% of its issued ordinary share capital.
More recently, under Chargeurs UK's control, further initiatives have been
pursued aimed at improving Drummond's margins and reducing overheads. These
include the withdrawal from the manufacture of woollen products, the closure
of the Crowthers manufacturing operation and the sale of the freehold
properties at Milnsbridge and Bradford. Further reductions in Drummond's asset
base are planned through the sale of surplus assets.
However, the retail clothing sector remains difficult, net margins remain at
an unacceptable level and the trading outlook for Drummond is uncertain. In
order to generate further necessary cost savings, Chargeurs UK wishes to
remove the regulatory and financial cost of maintaining Drummond's AIM listing
and so intends to de-list both the Ordinary Shares and 5.6% Preference Shares.
Consequently, Chargeurs UK is prepared to offer Ordinary Shareholders and 5.6%
Preference Shareholders the opportunity to realise their investment in
Drummond for cash.
Following the Offers, it is Chargeurs UK's intention that Drummond will
increasingly focus on its core worsted business and continue to outsource
manufacturing overseas, either to third parties or to other parts of the
Chargeurs Group.
The 5.6% Preference Offer is in accordance with Chargeurs UK's intentions
announced on 14 August 2000, which were to ensure that an offer worth at least
110 pence per share plus dividend arrears was made to 5.6% Preference
Shareholders by 30 June 2004, either by Chargeurs UK or Drummond. Chargeurs UK
is interested in 2,050 5.6% Preference Shares, representing 0.9 per cent. of
the issued 5.6% Preference Shares.
Ordinary Shareholders should be aware that it is unlikely that any ordinary
dividend will be payable for some time in view of Drummond's significant
borrowings, trading losses and prior ranking preference dividend arrears which
amounted to approximately #0.7 million at 31 March 2001.
3. Independent Directors' recommendation
The terms of the Offers have been considered by the Independent Directors
(Michael Abrahams, Stefan Simmonds and Brian Levi), being the non-executive
directors of Drummond who are independent of the Chargeurs Group and who will
not have any continuing involvement with Drummond following completion of the
Offers.
The Independent Directors, who have been so advised by Brown Shipley,
Drummond's financial adviser, consider the terms of the Offers to be fair and
reasonable, and will unanimously recommend that Drummond Shareholders accept
the Offers. In providing its advice to the Independent Directors, Brown
Shipley has taken into account the commercial assessments of the Independent
Directors.
4. Support for the Offers
(a) Ordinary Offer
The Drummond Directors have agreed to accept the Ordinary Offer in respect of
their entire holdings of 5,609,477 Ordinary Shares, representing approximately
33.5 per cent. of the Ordinary Shares to which the Ordinary Offer relates and
8.7 per cent. of Drummond's entire existing issued ordinary share capital.
(b) 5.6% Preference Offer
Chargeurs UK has received an unconditional irrevocable undertaking to accept
the 5.6% Preference Offer from The Co-operative Insurance Society Limited in
respect of its entire holding which amounts to 53,155 5.6% Preference Shares,
representing approximately 23.6 per cent. of Drummond's existing issued 5.6%
Preference Shares. None of the Drummond Directors has any interest in the 5.6%
Preference Shares.
5. Information on Chargeurs
Chargeurs is a worldwide group and market leader in its four highly
specialised businesses: wool processing, wool-based fabrics, garment
interlining and protective films for industrial surfaces. Chargeurs, which is
based in Paris, brings together more than 45 nationalities and approximately
5,500 people employed in 32 different countries.
The ordinary shares of Chargeurs are quoted on the Paris Stock Exchange and,
as at the close of business on 24 May 2001, the latest practicable date prior
to this announcement, Chargeurs had a market capitalisation of approximately
Euro503 million. Chargeurs is controlled by Pathe, a private French company
which is in turn controlled by Jerome Seydoux, a director of Chargeurs. Pathe
owns a network of cinemas in France and the Netherlands and is involved in the
management of its film portfolio and the production and distribution of films.
For the year ended 31 December 2000, Chargeurs reported profit after taxation
of Euro53 million (1999: Euro42 million) on turnover of Euro1,198 million
(1999: Euro1,063 million). As at 31 December 2000, Chargeurs had net assets of
Euro608.7 million (1999: Euro581.9 million).
Chargeurs' preliminary results announcement issued on 20 March 2001,
attributed a substantial proportion of Chargeurs Group's growth to two
divisions: Chargeurs Protective Films, which benefited from the acquisition of
the protective film business of Ivex Corporation in the US, and Chargeurs
Wool.
The Chargeurs Group has made a good start to the year in terms of production
and forward orders and margins to date are in line with the expectations of
the Chargeurs' board. The board expects there to be continued benefit from the
emphasis placed on product design and development. The acquisition in 2000 of
the protective films business of Ivex Corporation of the US has strengthened
the Group's position in this high margin business.
More recently, Chargeurs Fabrics, in partnership with Najberg SA, has set up
C2N Textile Services in Northern France, a new company positioned in the
innovation and customer service segment. Chargeurs Fabrics has also acquired
Roussel Desrousseaux, a dyer and finisher based in Roubaix, Northern France,
specialising in wool, Chargeurs and synthetic fibres. In addition, continuing
its strategy of improving returns on capital employed and leveraging its
expertise in wool and interlining, Chargeurs has rolled out its "Dolly"
programme, relating to the securitisation of industrial assets, to its fabrics
division.
Chargeurs intends to launch a further share buyback offer in June 2001 for up
to 28.4% of its share capital excluding treasury stock, at a price of Euro92
cum-dividend per share. Pathe has announced that it will tender 50% of its
shares in Chargeurs to this buy back offer.
6. Information on Chargeurs UK
Chargeurs UK is a wholly-owned subsidiary of Chargeurs Fabrics, which is in
turn a wholly owned subsidiary of Chargeurs. To date, Chargeurs UK has engaged
in no activities other than holding shares in Drummond which are Chargeurs'
only UK interests.
7. Information on Drummond
Drummond Group is a British leader in the manufacture of high quality fabrics
for use, primarily, in men's and ladies' tailored clothing. Its principal
businesses are James Drummond, which supplies quality woven fabrics to
own-label retailers, corporatewear buyers and furnishing retailers, and Stroud
Riley & Armatex, which supply major UK high street retailers and garment
makers with specialist hybrid fabrics for childrenswear, menswear and
womenswear.
Drummond today announced its audited preliminary results for the nine months
ended 31 December 2000. Drummond reported a loss before taxation of #4.4
million on turnover of #23.5 million. As at 31 December 2000, Drummond had net
assets of #0.8 million and net debt of #9.3 million (prior to the receipt of #
3.1 million from certain property disposals announced on 1 March 2001).
For the year ended 31 March 2000, Drummond reported a loss before taxation
(after exceptional reorganisation costs and fixed asset impairment write downs
of #5.2 million) of #5.7 million on turnover of #39.6 million. As at 31 March
2000, Drummond had net assets of #3.3 million.
Drummond's year end has been changed from 31 March to 31 December to be in
line with the Chargeurs Group year end.
8. Management and employees
Chargeurs UK has given assurances to the Independent Directors that the
existing employment rights, including pension rights, of all management and
employees of the Drummond Group will be safeguarded.
The Independent Directors have agreed to resign from the board of Drummond
following the first closing date for the Offers, which will be 21 days after
the Offer Document is posted.
9. Drummond Share Option Schemes
The Ordinary Offer will extend to any Ordinary Shares which are
unconditionally allotted or issued prior to the time at which the Ordinary
Offer closes (or such earlier time, as Chargeurs UK may, subject to the City
Code, determine) as a result of the exercise of options under the Drummond
Share Option Schemes
Chargeurs UK recognises the requirement under the City Code to make
appropriate proposals to the participants in the Drummond Share Option Schemes
to ensure that Optionholders' interests are safeguarded. In this respect,
Optionholders should, however, be aware that the exercise price of all options
significantly exceeds the amount per share being offered pursuant to the
Ordinary Offer.
10. De-listing and compulsory acquisition
Drummond Shareholders are hereby given notice that, irrespective of the level
of acceptances to either of the Offers, it is the intention of Chargeurs UK to
procure that Drummond applies for the listings of the Ordinary Shares and 5.6%
Preference Shares on AIM to be cancelled immediately following the first
closing date for the Offers. In due course Chargeurs UK will procure that
Drummond is re-registered as a private company under the relevant provisions
of the Act.
If Chargeurs UK receives acceptances under either of the Offers in respect of
90 per cent. or more of the Drummond Shares to which each Offer relates (which
for the avoidance of doubt does not include the 47,925,076 Ordinary Shares and
2,050 5.6% Preference Shares currently held by Chargeurs UK, representing
approximately 74.1 per cent. and 0.9 per cent. of the issued Ordinary Shares
and 5.6% Preference Shares respectively), Chargeurs UK will exercise its right
pursuant to the provisions of Sections 428 to 430F of the Act to acquire
compulsorily the remaining Ordinary Shares and/or 5.6% Preference Shares to
which the relevant Offer relates.
11. Overseas Shareholders
The availability of the Offers to persons not resident in the United Kingdom
may be affected by the laws of the relevant jurisdiction in which those
persons are resident. Persons who are not resident in the United Kingdom
should inform themselves about, and observe, any applicable legal or
regulatory requirements.
Unless otherwise determined by Chargeurs UK and permitted by applicable law,
the Offers 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, facsimile, telex or telephone) of interstate or foreign commerce
of, or of any facility of a national securities exchange of, the United
States, nor will they be made in or into Canada, Australia or Japan and the
Offers will not be capable of acceptance by any such use, means,
instrumentality or facilities. Accordingly, unless otherwise determined by
Chargeurs UK and permitted by applicable law, copies of this announcement and
any other documents related to the Offers are not being, and must not be,
mailed or otherwise distributed or sent in or into the United States, Canada,
Australia or Japan and persons receiving such documents (including custodians,
nominees and trustees) must not distribute or send them in, into or from such
jurisdictions.
12. General
The Offer Document, containing the full terms and conditions of the Offers,
together with form(s) of acceptance, will be sent to Drummond Shareholders
and, for information only, to participants in the Drummond Share Option
Schemes as soon as practicable.
The definitions used in this announcement are contained in Appendix II to this
announcement.
Enquiries:
Chargeurs UK:
Sergio Coimbra Telephone: 00 33 3 20 28 8060
Managing Director of Chargeurs Fabrics
and Chairman of Drummond
N M Rothschild & Sons Limited:
David M Forbes /Greg Cant Telephone: 0113 200 1900
Drummond:
Michael Abrahams, Independent Director Telephone: 01274 721435
Stefan Simmonds, Independent Director Telephone: 01274 721435
Brown, Shipley & Co. Limited:
Philip Johnson Telephone: 0161 214 6540
N M Rothschild & Sons Limited, which is regulated in the United Kingdom by The
Securities and Futures Authority Limited, is acting for Chargeurs and
Chargeurs UK and no-one else in connection with the Offers and will not be
responsible to anyone other than Chargeurs and Chargeurs UK for providing the
protections afforded to customers of N M Rothschild & Sons Limited nor for
giving advice in relation to the Offers.
Brown, Shipley & Co. Limited, which is regulated in the United Kingdom by The
Securities and Futures Authority Limited, is acting for Drummond and no-one
else in connection with the Offers and will not be responsible to anyone other
than Drummond for providing the protections afforded to customers of Brown,
Shipley & Co. Limited nor for giving advice in relation to the Offers.
Not for release, publication or distribution in or into the United States,
Canada, Australia or Japan.
APPENDIX I
CONDITION OF THE OFFERS
Each of the Offers is subject to the following condition:
Save as disclosed in:
i. the preliminary results of the Drummond Group announced on 25 May 2001; and
ii. the press release relating to the Offers,
there being no material adverse change in the business, financial or trading
position, profits, assets or prospects of the Drummond Group between 25 May
2001 and the first closing date of the Offers.
Chargeurs UK reserves the right to waive the condition, in whole or in part.
The condition must be determined by Chargeurs UK either not to be satisfied,
or to be or remain satisfied, or be waived, by midnight on the first closing
date.
APPENDIX II
DEFINITIONS
The following definitions apply throughout this press release unless the
context otherwise requires:
"5.6% the recommended cash offer to be made by Rothschild on behalf of
Preference Chargeurs UK, to acquire the 5.6% Preference Shares not already
Offer" owned by Chargeurs UK, which will be set out in the Offer
Document
"5.6% holders of 5.6% Preference Shares
Preference
Shareholders"
"5.6% the existing issued and fully paid 5.6% cumulative preference
Preference shares of #1 each in the capital of Drummond and any further
Shares" such shares which are unconditionally allotted or issued after
the date hereof and before the 5.6% Preference Offer closes (or
such earlier time as Chargeurs UK may, subject to the City Code,
determine)
"Act" the Companies Act 1985 (as amended)
"AIM" the Alternative Investment Market of the London Stock Exchange
plc
"Brown Brown, Shipley & Co. Limited
Shipley"
"Chargeurs" Chargeurs, a company incorporated in France
"Chargeurs the English translation for Chargeurs Tissus, a wholly owned
Fabrics" member of the Chargeurs Group
"Chargeurs Chargeurs and its subsidiaries and associates, including
Group" Chargeurs UK but excluding Drummond Group
"Chargeurs UK" Chargeurs UK Limited, a wholly owned subsidiary of Chargeurs
Fabrics
"City Code" The City Code on Takeovers and Mergers
"Drummond" Drummond Group PLC
"Drummond the directors of Drummond
Directors"
"Drummond Drummond and its subsidiary undertakings
Group"
"Drummond the Drummond Group PLC Executive Share Option Scheme, the
Share Option Drummond Group PLC 1998 Approved Discretionary Share Option
Schemes" Scheme and the Drummond Group PLC 1998 Unapproved Discretionary
Share Option Scheme
"Drummond holders of Drummond Shares
Shareholders"
"Drummond Ordinary Shares and/or 5.6% Preference Shares (as the context
Shares" requires)
"Independent Michael D Abrahams, Stefan M Simmonds and Brian S Levi, being
Directors" those directors of Drummond who are independent in relation to
the Offers
"Offer the document to be sent to Drummond Shareholders containing the
Document" Offers
"Offers" the Ordinary Offer and the 5.6% Preference Offer
"Optionholders" holders of options under the Drummond Share Option Schemes
"Ordinary the recommended cash offer to be made by Rothschild on behalf of
Offer" Chargeurs UK, to acquire the Ordinary Shares not already owned
by Chargeurs UK, which will be set out in the Offer Document
"Ordinary holders of Ordinary Shares
Shareholders"
"Ordinary the existing issued and fully paid ordinary shares of 5 pence
Shares" each in the capital of Drummond and any further such shares
which are unconditionally allotted or issued after the date
hereof and before the Ordinary Offer closes (or such earlier
time as Chargeurs UK may, subject to the City Code, determine)
"Overseas holders of Ordinary Shares and 5.6% Preference Shares with
Shareholders" registered addresses outside the United Kingdom and who have not
given Drummond an address for the service of notices within the
United Kingdom
"Rothschild" N M Rothschild & Sons Limited
"UK" or the United Kingdom of Great Britain and Northern Ireland
"United
Kingdom"
"US" or United States of America, its territories and possessions, any
"United state of the United States and the District of Columbia and all
States" other areas subject to its jurisdiction
All references in this document to "#" are to pounds sterling and all
references to "Euro" are to Euros.
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