TIDMINRE
RNS Number : 6809J
Invista Real Est Inv. Mgt Hldgs PLC
09 August 2012
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN, INTO OR FROM
ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION
Press Release 9 August 2012
RECOMMENDED CASH OFFER for Invista Real Estate Investment
Management Holdings plc by Palmer Capital Investors (India)
Limited
to be effected by means of a Scheme of Arrangement under Part 26
of the Companies Act 2006 (the "Scheme")
Court confirmation of Capital Reduction
Further to the announcement dated 7 August 2012, the directors
of Invista Real Estate Investment Management Holdings plc
("Invista") and Palmer Capital Investors (India) Limited ("Palmer
Capital") are pleased to announce that the Court has today made an
order confirming the reduction of Invista's share capital in
connection with the Scheme. This follows the Court's sanction of
the Scheme at the Scheme Court Hearing held on 7 August 2012.
The Scheme will become effective upon the Court Orders (together
with the statement of capital) being delivered to the Registrar of
Companies for registration which is expected to take place
tomorrow.
Invista Shares were today suspended from trading on AIM. The
admission of Invista Shares on AIM will be cancelled and the
Invista Shares will cease to be admitted to trading on AIM with
effect from 7.00 a.m (London time) on 13 August 2012.
A detailed timetable of events for the Scheme is set out in the
scheme document dated 27 June 2012 (the "Scheme Document").
Terms defined in the Scheme Document shall have the same
meaning(s) when used in this announcement.
For further information:
Invista
Douglas Ferrans +44 20 7397 3784
Guy Eastaugh +44 20 7397 3772
Canaccord Genuity Hawkpoint
(Financial Adviser and Rule 3 Adviser
to Invista)
Charles Williams +44 207 665 4500
Edward Arkus +44 207 665 4500
Sunil Duggal +44 207 665 4500
Canaccord Genuity Limited
(Corporate Broker to Invista)
Roger Lambert +44 20 7523 8350
Bruce Garrow +44 20 7523 8350
FTI Consulting (PR Adviser to Invista)
Ed Gascoigne-Pees +44 20 7269 7132
Palmer Capital
Alex Price +44 20 7409 5500
Ray Palmer +44 20 7409 5500
Fenchurch Advisory Partners (Financial
adviser to Palmer Capital)
Richard Locke +44 20 7382 2222
Graham Marchant +44 20 7382 2222
Canaccord Genuity Hawkpoint Limited, which is authorised and
regulated in the United Kingdom by the Financial Services
Authority, is acting as financial adviser to Invista and is acting
for no-one else in connection with the Offer and will not be
responsible to anyone other than Invista for providing the
protections afforded to clients of Canaccord Genuity Hawkpoint
Limited or for providing advice in connection with the Offer or any
other matter referred to in this document.
Fenchurch Advisory Partners, which is authorised and regulated
in the United Kingdom by the Financial Services Authority, is
acting exclusively as financial adviser to Palmer Capital and no
one else in connection with the Offer and will not be responsible
to anyone other than Palmer Capital for providing the protections
afforded to customers of Fenchurch Advisory Partners or for
providing advice in relation to the Offer or any other matter
referred to in this document.
This announcement has been prepared for the purposes of
complying with English law and the City Code and the information
disclosed may not be the same as that which would have been
disclosed if this announcement had been prepared in accordance with
the laws of jurisdictions outside the United Kingdom.
The release, publication or distribution of this announcement in
certain jurisdictions may be restricted by law. Persons who are not
resident in the United Kingdom or who are subject to other
jurisdictions should inform themselves of, and observe, any
applicable requirements.
Copies of this announcement are not being, and must not be,
directly or indirectly, mailed or otherwise forwarded, distributed
or sent in or into or from any jurisdiction where to do so would
violate the laws of that jurisdiction and persons receiving such
documents (including custodians, nominee and trustees) must not
mail or otherwise forward, distribute or send it in or into or from
any Restricted Jurisdiction.
A copy of this announcement will be made available, free of
charge, on Invista's website at www.invistarealestate.com, and may
be viewed free of charge (subject to any applicable restrictions in
your jurisdiction).
You may request a hard copy of this announcement, free of
charge, by contacting Canaccord Genuity Hawkpoint on +44 (20) 7665
5000.
Dealing disclosure requirements of the Code
Under Rule 8.3(a) of the Code, any person who is interested in
1% 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 1% 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.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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