Timeweave plc Statement re announcement by Mayfair Capital (6340L)
2012年9月6日 - 3:30PM
RNSを含む英国規制内ニュース (英語)
TIDMTMW
RNS Number : 6340L
Timeweave plc
06 September 2012
6 September 2012
Timeweave plc
Statement re announcement by Mayfair Capital Investments
Limited
The board of directors of Timeweave plc (AIM: TMW) ("Timeweave"
or the "Company") notes the announcement made by Mayfair Capital
Investments Limited ("Mayfair") of its firm intention to make an
offer to acquire the entire issued and to be issued share capital
in Timeweave for 22 pence per ordinary share in cash (the
"Offer").
The board of directors of Timeweave is considering its response
to the Offer and a further announcement will be made in due
course.
In accordance with Rule 2.10 of the City Code on Takeovers and
Mergers, Timeweave confirms that it has 225,415,063 ordinary shares
of 2.5 pence each in issue.
The International Securities Identification Number for the
ordinary shares in the capital of Timeweave is GB0000221894.
Enquiries:
Timeweave plc Tel: +44 (0)7713
069 651
David Craven, Timeweave CEO
Investec (Financial Adviser, NOMAD and Tel: +44 (0)20
Broker to Timeweave) 7597 4000
Andrew Pinder
Junya Iwamoto
Investec Investment Banking, a division of Investec Bank plc,
which is authorised and regulated by the Financial Services
Authority in the United Kingdom, is acting exclusively for
Timeweave and no one else in connection with matters described in
this announcement and will not be responsible to anyone other than
Timeweave for providing the protections afforded to clients of
Investec Investment Banking nor for providing advice in relation to
matters described in this announcement.
Forward-looking statements
All statements other than statements of historical fact included
in this announcement are forward-looking statements. Such
forward-looking statements, which reflect management's assumptions
made on the basis of information available to it at this time,
involve known and unknown risks, uncertainties and other important
factors which could cause the actual results, performance or
achievements of Timeweave plc or the market and economies in which
Timeweave plc operates to be materially different from future
results, performance or achievements expressed or implied by such
forward-looking statements. Nothing in this announcement shall be
regarded as a profit forecast. Timeweave plc and its directors
accept no liability to third parties in respect of this
announcement, save as would arise under English law. Accordingly,
any liability to a person who has demonstrated reliance on any
untrue or misleading statement or omission shall be determined in
accordance with section 90A of the Financial Services and Markets
Act 2000.
Disclosure requirements of the Code
Under Rule 8.3(a) of the Code, any person who is interested in
one per cent. or more of any class of relevant securities of an
offeree company or of any paper offeror (being any offeror other
than an offeror in respect of which it has been announced that its
offer is, or is likely to be, solely in cash) must make an Opening
Position Disclosure following the commencement of the offer period
and, if later, following the announcement in which any paper
offeror is first identified. An Opening Position Disclosure must
contain details of the person's interests and short positions in,
and rights to subscribe for, any relevant securities of each of (i)
the offeree company and (ii) any paper offeror(s). An Opening
Position Disclosure by a person to whom Rule 8.3(a) applies must be
made by no later than 3.30 pm (London time) on the 10th business
day following the commencement of the offer period and, if
appropriate, by no later than 3.30 pm (London time) on the 10th
business day following the announcement in which any paper offeror
is first identified. Relevant persons who deal in the relevant
securities of the offeree company or of a paper offeror prior to
the deadline for making an Opening Position Disclosure must instead
make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes,
interested in one per cent. or more of any class of relevant
securities of the offeree company or of any paper offeror must make
a Dealing Disclosure if the person deals in any relevant securities
of the offeree company or of any paper offeror. A Dealing
Disclosure must contain details of the dealing concerned and of the
person's interests and short positions in, and rights to subscribe
for, any relevant securities of each of (i) the offeree company and
(ii) any paper offeror, save to the extent that these details have
previously been disclosed under Rule 8. A Dealing Disclosure by a
person to whom Rule 8.3(b) applies must be made by no later than
3.30 pm (London time) on the business day following the date of the
relevant dealing.
If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire or control an
interest in relevant securities of an offeree company or a paper
offeror, they will be deemed to be a single person for the purpose
of Rule 8.3.
Opening Position Disclosures must also be made by the offeree
company and by any offeror and Dealing Disclosures must also be
made by the offeree company, by any offeror and by any persons
acting in concert with any of them (see Rules 8.1, 8.2 and
8.4).
Details of the offeree and offeror companies in respect of whose
relevant securities Opening Position Disclosures and Dealing
Disclosures must be made can be found in the Disclosure Table on
the Takeover Panel's website at www.thetakeoverpanel.org.uk,
including details of the number of relevant securities in issue,
when the offer period commenced and when any offeror was first
identified. You should contact the Panel's Market Surveillance Unit
on +44 (0)20 7638 0129 if you are in any doubt as to whether you
are required to make an Opening Position Disclosure or a Dealing
Disclosure.
Rule 19 disclosure
In accordance with Rule 19.11 of the Code, a copy of this
announcement will be available on Timeweave's website:
www.timeweave.com
This information is provided by RNS
The company news service from the London Stock Exchange
END
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