ECG Econergy Intl

    RNS Number : 0642A
  Suez Energy South America
  29 July 2008
   


    NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD VIOLATE THE
LAWS OF SUCH JURISDICTION

    29 July 2008

    RECOMMENDED CASH OFFER FOR ECONERGY INTERNATIONAL PLC ("ECONERGY") BY SESA BIDCO LTD ("BIDCO")

    Offer unconditional as to acceptances

    On 13 June 2008, Suez Energy South America Participaes Ltda. ("SESA") announced a cash offer of 45p per Econergy share, to be made by
SESA or a subsidiary of SESA, for Econergy. The Offer Document was posted on 25 June 2008.

    As at 5.00 p.m. (London time) on 28 July 2008, BidCo had received valid acceptances of the Offer in respect of a total of 82,094,455
Econergy Shares, representing approximately 94.4 per cent. of Econergy's existing issued ordinary share capital. Accordingly, the Offer has
become unconditional as to acceptances. The Offer will remain open for acceptance until further notice.

    The above total includes acceptances in respect of 46,332,656 Econergy Shares (representing approximately 53.3 per cent. of Econergy's
existing issued ordinary share capital) which were subject to irrevocable undertakings to accept the Offer procured by BidCo from certain
shareholders of Econergy and an acceptance in respect of 7,306,300 Econergy Shares (representing approximately 8.4 per cent. of Econergy's
existing issued ordinary share capital) in respect of which a letter of intent to accept the Offer had been procured by BidCo.

    Save as disclosed in this announcement, neither BidCo, nor any person acting in concert with BidCo, has an interest in or has any rights
to subscribe for any relevant securities of Econergy or has any short position or any arrangement in relation to any relevant securities of
Econergy. For these purposes, "arrangement" includes any agreement to sell or any delivery obligation or option arrangement or right to
require another person to purchase or take delivery of any relevant securities of Econergy and any borrowing or lending of any relevant
securities of Econergy which have not been on-lent or sold and any outstanding irrevocable undertaking with respect to any relevant
securities of Econergy.

    Econergy Shareholders who have not yet accepted the Offer are urged to do so as soon as possible.

    Full details of how to accept the Offer in respect of Econergy Shares held in certificated and un-certificated form are set out in the
Offer Document and, in the case of Econergy Shares held in certificated form, the Form of Acceptance.

    Copies of the Offer Document, the Form of Acceptance and any related documents are available for collection from Capita Registrars,
Corporate Actions, the Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TY during normal business hours only on any business day.

    The Offer remains subject to the conditions and further terms set out and referred to in Appendix I to the Offer Document, including
conditions 1(b), 1(c) and 1(d), which relate to the receipt of consents from certain Brazilian public authorities and entities.  Since the
announcement of the Offer, SESA has been working with Econergy to seek to procure the relevant consents.  BidCo understands that all
documents necessary for the approval process will have been submitted today. The timetable within which the consents should be granted is up
to 180 days from submission of all of the necessary documents but BidCo hopes that the process will be completed significantly more quickly
than this.

    All other conditions of the Offer must be satisfied or waived by no later than 18 August 2008 and BidCo will make an announcement in
this regard no later than 18 August 2008.

    Terms defined in the Offer Document have the same meaning in this announcement.
      
    Enquiries:

    
 Dresdner Kleinwort(Financial adviser and broker to   Tel: +44 (0)20 7623 8000
 SESA and BidCo)
 Rosalind Hedley-Miller                                                       
 Ben Bailey                                                                   
                                                                              
 Brunswick Group(Financial PR adviser to SESA and     Tel: +44 (0)20 7404 5959
 BidCo)
 Andrew Garfield                                                              



    This announcement is not intended to and does not constitute or form part of an offer to sell or subscribe for or an invitation to
purchase or subscribe for any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the Offer or otherwise,
nor shall there be any sale, issue or transfer of securities referred to in this announcement in any jurisdiction where to do so would be in
contravention of any applicable law. The Offer is being made solely by means of the Offer Document and, in the case of Econergy Shares held
in certificated form, the accompanying Form of Acceptance, which contains the full terms and conditions of the Offer, including details of
how the Offer may be accepted.

    The availability of the Offer to Econergy Shareholders who are not resident in and citizens of the Isle of Man or the United Kingdom may
be affected by the laws of the relevant jurisdictions in which they are located or of which they are citizens. Such persons should inform
themselves of, and observe, any applicable legal or regulatory requirements of their jurisdictions. The Offer is not to be made, directly or
indirectly, in, into or from any jurisdiction where to do so would violate the laws in that jurisdiction. Accordingly, copies of this
announcement and formal documentation relating to the Offer will not be, and must not be, mailed or otherwise forwarded, distributed or sent
in, into or from any jurisdiction where to do so would violate the laws and/or regulations in that jurisdiction unless otherwise determined
by BidCo and subject to any dispensation required by the Panel.

    Dresdner Kleinwort Limited, which is authorised and regulated by the Financial Services Authority, is acting for SESA and BidCo and for
no one else in connection with the Offer and will not be responsible to anyone other than SESA and BidCo for providing the protections
afforded to clients of Dresdner Kleinwort Limited or for affording advice in relation to the Offer or any other matters referred to in this
announcement.



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