RTY Rutley (See LSE:DPE)

 

TIDMRTY 
 
RNS Number : 5287V 
Black Sea Global Properties Limited 
13 July 2009 
 

Not for release, publication or distribution in or into the United States of 
America, Canada, Australia, the Republic of South Africa or Japan 
13 July 2009 
 
 
BLACK SEA GLOBAL PROPERTIES LIMITED AND 
 RUTLEY EUROPEAN PROPERTY LIMITED 
 
 
 
 REVISED AND RECOMMENDED CASH OFFER 
 
 
BY 
 
 
BLACK SEA GLOBAL PROPERTIES LIMITED 
 
 
FOR 
 
 RUTLEY EUROPEAN PROPERTY LIMITED 
 
Posting of Increased Offer Document 
On 12 June 2009, the board of Black Sea Global Properties Limited ("BSGP") 
announced the terms of a cash offer, to be made by BSGP for the whole of the 
issued and to be issued redeemable preference share capital of Rutley European 
Property Limited ("Rutley") not already owned or otherwise contracted to be 
acquired by BSGP. The offer document in relation to such offer was posted to 
Rutley Shareholders on 26 June 2009. 
On 9 July 2009, the boards of BSGP and Rutley announced the terms of an 
increased, recommended cash offer, to be made by BSGP for the whole of the 
issued and to be issued redeemable preference share capital of Rutley not 
already owned or otherwise contracted to be acquired by BSGP. The Increased 
Offer Price is 7.25 pence in cash for each Rutley Share. 
The Increased Offer Document and New Form of Acceptance, which set out the full 
details and terms of the Increased Offer, were posted to Rutley Shareholders on 
10 July 2009. 
The first closing date of the Increased Offer is at 3.00 p.m. (London time) on 
24 July 2009. 
To accept the Increased Offer for Rutley Shares held in certificated form, 
Rutley Shareholders should complete, sign and return the New Form of Acceptance, 
which accompanies the Increased Offer Document, in accordance with the 
instructions contained therein and set out in the Increased Offer Document. 
To accept the Increased Offer for Rutley Shares held in uncertificated form 
(that is, in CREST), Rutley Shareholders should follow the procedure for 
electronic acceptance through CREST in accordance with the instructions set out 
in the Increased Offer Document. 
Copies of the Increased Offer Document, the New Form of Acceptance and other 
documents on display for the purposes of the Increased Offer are available for 
inspection during normal business hours on any business day at the offices of 
Berwin Leighton Paisner LLP, Adelaide House, London Bridge, London, EC4R 9HA 
throughout the period during which the Increased Offer remains open for 
acceptance. 
Terms used in this announcement have the same meaning given to them in the 
Increased Offer Document. 
A copy of this announcement and the Increased Offer Document has been published 
on BSGP's website. They can be viewed at www.bsgproperties.com. 
A copy of this announcement has been published on Rutley's website and can be 
viewed at www.rutleyeuropean.com. 
Enquiries 
+----------------------------------------------+--+-----------------------+ 
| Cenkos Securities plc (Financial Adviser to  |  | +44 (0) 20 7397 1920/ | 
| Rutley)                                      |  | 1921                  | 
| Will Rogers                                  |  |                       | 
| Dion Di Miceli                               |  |                       | 
+----------------------------------------------+--+-----------------------+ 
| Lazard & Co., Limited (Financial Adviser to  |  | +44 (0) 20 7187 2000  | 
| BSGP)                                        |  |                       | 
| Patrick Long                                 |  |                       | 
| Michael Bressler                             |  |                       | 
+----------------------------------------------+--+-----------------------+ 
| Oriel Securities Limited (Broker to BSGP)    |  | +44 (0) 20 7710 7600  | 
| Tom Durie                                    |  |                       | 
| Sapna Shah                                   |  |                       | 
+----------------------------------------------+--+-----------------------+ 
| Financial Dynamics (PR advisor to BSGP)      |  | +44 (0) 20 7831 3113  | 
| Stephanie Highett                            |  |                       | 
| Richard Sunderland                           |  |                       | 
| Rachel Drysdale                              |  |                       | 
+----------------------------------------------+--+-----------------------+ 
Cenkos Securities plc ("Cenkos"), which is regulated by the Financial Services 
Authority, is acting for Rutley in connection with the Increased Offer and 
no-one else and will not be responsible to anyone other than Rutley for 
providing the protections afforded to customers of Cenkos or for providing 
advice in relation to the Increased Offer. 
Lazard & Co., Limited ("Lazard"), which is regulated by the Financial Services 
Authority, is acting for BSGP in connection with the Increased Offer and no-one 
else and will not be responsible to anyone other than BSGP for providing the 
protections afforded to customers of Lazard or for providing advice in relation 
to the Increased Offer. 
Oriel Securities Limited ("Oriel"), which is regulated by the Financial Services 
Authority, is acting for BSGP in connection with the Increased Offer and no-one 
else and will not be responsible to anyone other than BSGP for providing the 
protections afforded to customers of Oriel or for providing advice in relation 
to the Increased Offer. 
This announcement and the information contained herein are not for publication 
or for release, 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. 
This announcement is for information purposes only and does not constitute an 
offer or an invitation to underwrite, subscribe for or otherwise acquire or 
dispose of any securities or investment advice. Past performance is no guide to 
future performance and persons needing advice should consult an independent 
financial adviser. 
Dealing disclosure requirements 
Under the provisions of Rule 8.3 of the City Code, if any person is, or becomes, 
"interested" (directly or indirectly) in 1% or more of any class of "relevant 
securities" of Rutley, all "dealings" in any "relevant securities" of Rutley 
(including by means of an option in respect of, or a derivative referenced to, 
any such "relevant securities") must be publicly disclosed by no later than 3.30 
pm (London time) on the London business day following the date of the relevant 
transaction. This requirement will continue until the date on which the 
Increased Offer becomes or is declared unconditional as to acceptances, lapses 
or is otherwise withdrawn or on which the "offer period" otherwise ends. If two 
or more persons act together pursuant to an agreement or understanding, whether 
formal or informal, to acquire an "interest" in "relevant securities" of Rutley, 
they will be deemed to be a single person for the purpose of Rule 8.3. 
Under the provisions of Rule 8.1 of the City Code, all "dealings" in "relevant 
securities" of Rutley, by BSGP, or by any of its "associates", must be disclosed 
by no later than 12.00 noon (London time) on the London business day following 
the date of the relevant transaction. 
A disclosure table, giving details of the companies in whose "relevant 
securities" "dealings" should be disclosed, and the number of securities in 
issue, can be found on the Takeover Panel's website at 
www.thetakeoverpanel.org.uk. 
"Interests in securities" arise, in summary, when a person has long economic 
exposure, whether conditional or absolute, to changes in the price of 
securities. In particular, a person will be treated as having an "interest" by 
virtue of the ownership or control of securities, or by virtue of any option in 
respect of or derivative referenced to, securities. 
Terms in quotation marks in this summary of dealing disclosure requirements are 
defined in the City Code, which can also be found on the Takeover Panel's 
website. If you are in any doubt as to whether or not you are required to 
disclose a "dealing" under Rule 8, you should consult the Takeover Panel. 
 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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