TIDMNBPO
RNS Number : 3786E
New Britain Palm Oil Limited
09 February 2015
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN
PART) IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH
JURISDICTION
9 February 2015
New Britain Palm Oil Limited
("NBPOL", the "Group" or the "Company")
UPDATE ON CASH TAKEOVER OFFER FROM SIME DARBY PLANTATION
New Britain Palm Oil Limited (LSE: NBPO; POMSoX: NBO), one of
the world's largest fully integrated producers of sustainable palm
oil, provides the following update regarding the cash offer by Sime
Darby Plantation Sdn Bhd ("Sime Darby Plantation") for all the
issued and to be issued shares in NBPOL at a price of GBP 7.15 or
PGK 28.79 per share (the "Offer").
Notice of Variation
The Company today received a notice of variation from Sime Darby
Plantation ("Variation Notice") shortening the Offer Period. The
Variation Notice was issued by Sime Darby Plantation in accordance
with Rule 15(1)(d) of the Takeovers Code 1998 of Papua New Guinea
("Takeovers Code") and in accordance with an exemption granted by
the Securities Commission of PNG pursuant to Rule 15(1)(e) of the
Takeovers Code.
The Variation Notice provides that Sime Darby Plantation is
shortening the Offer Period from its current 149 days to 124 days.
The Offer will now remain open until 5.00 pm on 23 February 2015
(PNG time) for acceptances received within PNG or 1.00 pm (UK time)
on 23 February 2015 for acceptances received within the UK, unless
the Offer is withdrawn or the Offer Period is further extended in
accordance with the Takeovers Code.
Offerees who accept the Offer prior to the revised closing date
(23 February 2015) will receive the Offer consideration by 2 March
2015.
Reason for Variation Notice
Following the satisfaction of the EU merger filing condition
(refer to Section 12.1(d) of the Offer Document), the main
conditions of the Offer have now been satisfied. The additional
time provided by the notice of variation dated 6 January 2015 is no
longer required.
A hard copy of the Variation Notice has been despatched to all
NBPOL shareholders, depositary interest holders and LTIP
participants. A copy of the Variation Notice can also be downloaded
at www.simedarby.com and www.nbpol.com.pg.
The Company will continue to update its shareholders of any
further material developments in connection with the Offer.
Enquiries:
New Britain Palm Oil Limited Tel (Singapore): +65 6227 6247
Nick Thompson (Chief Executive
Officer)
Amir Mohareb (Chief Financial Officer)
Ben Oakley (Corporate Development
and IR)
Newgate Communications (PR Adviser) Tel: +44 (0)20 7680 6550
James Benjamin Email: nbpol@newgatecomms.com
Clotilde Gros
Georgia Lewis
Website: www.nbpol.com.pg
Notes to editors:
NBPOL is a large scale integrated industrial producer of
sustainable palm oil in Australasia, headquartered in Papua New
Guinea ('PNG'). It has over 79,800 hectares of planted oil palm
estates, over 7,700 hectares of sugar cane and a further 9,200
hectares of grazing pasture; twelve oil mills; two refineries, one
in PNG, and one in Liverpool, UK; and a seed production and plant
breeding facility. The Company is listed on both the Main Market of
the London Stock Exchange and on the Port Moresby Stock Exchange in
PNG.
NBPOL is fully vertically integrated, producing its own seed
(which it also sells globally), planting, cultivating and
harvesting its own land, and processing and refining palm oil (both
in PNG and the UK). It also contracts directly with its end
customers in the EU and arranges shipping of its products.
NBPOL has high regard for the importance of its sustainability
credentials. It has achieved 100% certification of all estates,
mills and smallholders to the Roundtable on Sustainable Palm Oil
('RSPO') standard. NBPOL continues to be active in proving its
performance through its certification to ISO 14001 and its close
involvement with other innovative initiatives. The Company is a
certified supplier of sustainable palm oil from its entire
production base in PNG and Solomon Islands, under the RSPO
guidelines.
Important Notice
A copy of this announcement will be available at
www.nbpol.com.pg. The content of the website referred to in this
announcement is not incorporated into and does not form part of
this announcement. This announcement is for information purposes
only. Except as otherwise provided, terms defined in the Offer
Document dated 23 October 2014 have the same meaning when used in
this announcement.
The distribution of this document, in or into some
jurisdictions, may be restricted by law or regulation. Accordingly,
persons who come into possession of this document should inform
themselves of, and observe, those restrictions.
This announcement is for information purposes only and does not
constitute a prospectus or prospectus equivalent document. It is
not intended to and does not constitute, or form part of, an offer,
invitation or the solicitation of an offer to purchase, otherwise
acquire, subscribe for, sell or otherwise dispose of any
securities, or the solicitation of any vote or approval in any
jurisdiction, nor shall there be any sale, issuance or transfer of
securities in any jurisdiction in contravention of applicable
law.
This document contains forward looking statements, including
statements of current intentions, statements of opinion and
predictions as to possible future events. Forward looking
statements are not based on historical facts, but are based on
NBPOL's current expectations of future results or events. These
forward looking statements are subject to known and unknown risks,
uncertainties and assumptions which could cause actual results or
events to differ materially from the expectations described in such
forward looking statements. Those risks, uncertainties, assumptions
and other important factors are not all within the control of NBPOL
and cannot be predicted by NBPOL. While NBPOL believes that the
expectations reflected in the forward looking statements in this
document are reasonable, no assurance can be given that such
expectations will prove to be correct. Matters as yet not known to
NBPOL or not currently considered material by NBPOL may cause
actual results or events to be materially different from those
expressed, implied or projected in any forward looking
statements.
None of NBPOL, its officers, any persons named in this document
with their consent or any person involved in the preparation of
this document makes any representation, assurance or guarantee as
to the accuracy or likelihood of fulfilment of any forward looking
statement or any outcomes expressed or implied in any forward
looking statements. Any forward looking statement contained in this
document is qualified by this cautionary statement.
Subject to any continuing obligations under the laws of PNG, the
LSE Listing Rules or the POMSoX Listing Rules, NBPOL and its
officers disclaim any obligation or undertaking to disseminate
after the date of this document any updates or revisions to any
forward looking statements to reflect any change in expectations in
relation to any forward looking statements or any change in events,
conditions or circumstances on which such statements are based.
- ENDS -
This information is provided by RNS
The company news service from the London Stock Exchange
END
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