Offer Update

    RNS Number : 4614Z
  Global Oceanic Carriers Ltd
  21 July 2008
   


                    21 July 2008

    THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN INTO OR FROM THE UNITED STATES OF AMERICA,
JAPAN, CANADA OR AUSTRALIA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION



    RECOMMENDED CASH OFFER

    BY

    NEWPORT HOLDINGS LIMITED

    TO ACQUIRE THE ENTIRE ISSUED AND TO BE ISSUED ORDINARY SHARE CAPITAL OF 

    GLOBAL OCEANIC CARRIERS LIMITED

    EXTENSION OF OFFER AND LEVEL OF ACCEPTANCES


    Introduction

    On 27 June 2008, Newport Holdings Limited ("Newport") made a recommended cash offer (the "Offer") for the entire issued and to be issued
share capital of Global Oceanic Carriers Limited ("Global Oceanic"). 

    Acceptances 

    As at 3.00 p.m. (London time) on 18 July 2008, being the first closing date of the Offer, valid acceptances of the Offer had been
received in respect of a total of 7,533,433 Global Oceanic Shares, representing approximately 18.81 per cent. of Global Oceanic's existing
issued ordinary share capital ("Valid Acceptances")

    On 27 June 2008, Newport announced that it had received irrevocable undertakings to accept the Offer in respect of 31,878,292 Global
Oceanic Shares, representing approximately 79.6 per cent. of Global Oceanic's existing issued ordinary share capital.

    Included in Valid Acceptances is the acceptance from Antonios Nikolaou, executive Director of Global Oceanic in respect of 120,000
Global Oceanic Shares, representing 0.3 per cent. of Global Oceanic Shares which were subject to an irrevocable commitment.

    Newport has also received acceptances of the Offer in respect of a further 84,819 Global Oceanic Shares, representing approximately 0.21
per cent. of Global Oceanic's existing issued ordinary share capital, which require further action to be taken before they can be counted as
valid acceptances.

    Save as disclosed above, no Global Oceanic Shares have been acquired or agreed to be acquired by or on behalf of Newport or any person
acting in concert with Newport during the Offer Period and neither Newport nor any person acting in concert with Newport has the benefit of
any irrevocable commitment or letter of intent in respect of any Global Oceanic Shares or has any interest in any Global Oceanic Shares, or
any short position (whether conditional or absolute and whether in the money or otherwise and including any short position under a
derivative), any agreement to sell, any delivery obligation, any right to require another person to purchase or take delivery in respect of
any Newport Shares, any right to subscribe for any Newport Shares or any stock borrowing or lending arrangement in respect of any Newport
Shares.

    Offer extended

    The Offer, which remains subject to the terms and conditions set out in the Offer Document, is being extended and will remain open for
acceptance until the next closing date, which will be 1.00 p.m. on 25 July 2008. 

    Global Oceanic Shareholders who hold Global Oceanic Shares in certificated form and who wish to accept the Offer should complete, sign
and return the Form of Acceptance by hand (during normal business hours) or by post as soon as possible, to the receiving agents to the
Offer, Computershare, Corporate Actions Projects, Bristol BS99 6AH. Additional Forms of Acceptance are available from Computershare, by
telephoning 0870 707 1516 or, if calling from outside the UK, on +44 870 707 1516. If you hold your Global Oceanic Shares in uncertificated
form (that is, in CREST) you are urged to accept the Offer by TTE instructions as soon as possible.

    De-listing from AIM

    As notified in the Offer announcement on the 27 June 2008, 20 business days notice was given to AIM to cancel trading of Global Oceanic
Shares on AIM which is expected to occur on 28 July 2008. Shareholders who have not accepted the Offer may be left with minority holdings in
an unquoted private company and are strongly urged to accept the Offer.

    Other

    All other terms defined in the Offer Document have the same meaning in this announcement, unless the context requires otherwise.

    Enquiries:

    Newport Holdings Limited                                                          +30 (210) 898 6362
    Michael Tartsinis                             
    Antonio Nikolaou                        

    Noble & Company Limited (financial adviser to Newport)        +44 (0)20 7763 2200
    Matthew Hall

    Further Information

    This announcement is not intended to, and does not constitute or form any part of, an offer or an invitation to purchase any securities
or the solicitation of any vote or approval in any jurisdiction pursuant to the Offer or otherwise. The Offer is being made solely through
the Offer Document and (in relation to Global Oceanic Shares in certificated form) the Form of Acceptance, which together contain the full
terms and conditions of the Offer, including details of how to accept the Offer. Any acceptance or other response to the Offer should be
made only on the basis of the information contained in the Offer Document and (in relation to Global Oceanic Shares in certificated form)
the Form of Acceptance.  

    The laws of relevant jurisdictions may affect the availability of the Offer to persons not resident in the United Kingdom. In particular
the Offer will not be made directly or indirectly in or into a Restricted Jurisdiction. Persons who are not resident in the United Kingdom
or who are subject to the laws of any jurisdiction other than the United Kingdom should inform themselves about and observe any applicable
legal and regulatory requirements.

    Further details in relation to overseas Global Oceanic Shareholders will be contained in the Offer Document.

    Although the Company is incorporated in Jersey, the place of central management of the Company is currently located outside of the UK,
the Channel Islands or the Isle of Man because the main place of business is in Greece. Accordingly, as the Company is one to which
paragraph 3(a)(ii) of the Takeover Code applies, the Panel has confirmed that the Company is not subject to the Takeover Code and
Shareholders will not be afforded any protection under the Code. If circumstances change, which could result in the Company being subject to
the Takeover Code, the Company will consult with the Panel. If the Panel determines that, as a result of such changes, the Takeover Code
becomes applicable to the Company, an announcement will be made.

    This announcement, including information included or incorporated by reference in this announcement, may contain 'forward-looking
statements' concerning the Offer and statements regarding Newport's plans, objectives and expected performance. Generally, the words 'will',
'may', 'should', 'could', 'would', 'can', 'continue', 'opportunity', 'believes', 'expects', 'intends', 'anticipates', 'estimates' or similar
expressions identify forward-looking statements. The forward-looking statements involve risks and uncertainties that could cause actual
results to differ materially from those expressed in the forward-looking statements. Many of these risks and uncertainties relate to factors
that are beyond Newport and Global Oceanic's abilities to control or estimate precisely, such as future market conditions and the behaviours
of other market participants, and therefore undue reliance should not be placed on such statements.  Newport and Global Oceanic assume no
obligation and do not intend to update these forward-looking statements, except as required pursuant to applicable law.

    Noble & Company Limited ("Noble"), which is authorised and regulated in the United Kingdom by the Financial Services Authority, is
acting exclusively as financial advisor to Newport, and for no one else in connection with the Offer and this announcement and will not
regard any other person as its client nor be responsible to anyone other than Newport for providing the protections afforded to clients of
Noble, nor for providing advice in relation to the Offer and this announcement or any matter referred to herein.  

    Noble has given and has not withdrawn its written consent to the publication of this announcement containing references to its name in
the form and context in which they appear.

    The Newport Directors accept responsibility for the information contained in this announcement, (other than the information relating to
Global Oceanic, the Global Oceanic Directors, members of their immediate families, related trusts and other connected persons). To the best
of the knowledge and belief of the Newport Directors (who have taken all reasonable care to ensure that such is the case), the information
contained in this announcement, for which they are responsible, is in accordance with the facts and does not omit anything likely to affect
the import of such information.



This information is provided by RNS
The company news service from the London Stock Exchange
 
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