Delisting and Board changes (7289M)
19 Agosto 2011 - 10:30AM
UK Regulatory
TIDMMNR
RNS Number : 7289M
Minerva PLC
19 August 2011
19 August 2011
Recommended Offer for Minerva plc ("Minerva") by Jupiter
Properties 2011 UK Limited ("Jupiter")
DELISTING AND BOARD CHANGES
Introduction
Jupiter announced on 19 August 2011 that all the conditions to
the recommended cash offer for the entire issued and to be issued
ordinary share capital of Minerva had been satisfied or waived and,
accordingly, the Offer was wholly unconditional. The full terms of,
and conditions to, the Offer and the procedure for acceptance were
set out in the offer document issued by Jupiter on 30 June
2011.
Jupiter also announced that at 4 pm (London time) on 18 August
2011 it had acquired, agreed to acquire or received valid
acceptances in respect of 146,952,479 Minerva Shares, representing
approximately 91.15 per cent. of the existing issued ordinary share
capital of Minerva, or 88.33 per cent. of the existing issued
ordinary share capital to which the Offer relates.
Delisting
As Jupiter has informed Minerva that it has acquired, agreed to
acquire or received valid acceptances of the Offer in respect of
ordinary share capital carrying more than 75 per cent of the voting
rights of Minerva, application has been made by Minerva to the FSA
for the cancellation of Minerva's listing on the Official List of
the FSA and to the London Stock Exchange for the cancellation of
the admission to trading of Minerva shares on the London Stock
Exchange's market for listed securities. It is anticipated that
cancellation of listing and admission to trading will take effect
from 19 September 2011, being 20 business days following the date
of this announcement.
Such cancellation and delisting is likely to reduce
significantly the liquidity and marketability of any Minerva Shares
in respect of which the Offer has not been accepted.
Board changes
In accordance with the information required to be disclosed
under paragraph 9.6.11R of the Listing Rules, Minerva announces the
following changes to the composition of its board as a result of
the successful recommended Offer by Jupiter.
Oliver Whitehead has resigned as Chairman of Minerva and John
Matthews, Daniel Kitchen and Martin Pexton have resigned as
Non-Executive Directors of Minerva, in each case with effect from
19 August 2011.
Paul Goswell, Colin Wagman, Wilson Lamont and John Robertson
have been appointed as Non-Executive Directors of Minerva, in each
case with effect from 19 August 2011. There is no information that
requires disclosure under paragraph 9.6.13R of the Listing Rules in
respect to the new Non-Executive Directors of Minerva.
Enquiries
Brunswick +44 (0)20 7404 5959
(Public Relations Adviser to Minerva)
Simon Sporborg
Oliver Hughes
This information is provided by RNS
The company news service from the London Stock Exchange
END
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