Holding in Company
June 12 2003 - 10:20AM
UK Regulatory
RNS Number:2622M
Renlin Limited
12 June 2003
Renlin Limited
12 June 2003
Re: Holding in Company
A letter from Mason Hayes & Curran Solicitors dated 11 June 2003 to the Irish
Stock Exchange, received by the Irish Stock Exchange 12 June 2003
The Irish Stock Exchange Ltd.,
Anglesea Street,
Dublin 2.
11 June 2003 Our Ref: NC/JC
Matter: Recommended Cash Offer for Sherry FitzGerald Group PLC
Notification - Part IV Companies Act, 1990
Dear Sirs,
We refer to the Recommended Cash Offer by Renlin Limited to acquire all of the
issued and to be issued share capital of Sherry FitzGerald Group PLC.
We enclose formal notifications in respect of s67 and s73 of the Companies Act
1990 where there is a notifiable interest in relevant share capital in Sherry
FitzGerald Group PLC. This letter, and the notifications enclosed is sent to you
for and on behalf of all of the persons noted as making the notification,
subject as therein stated.
Please note that the receipt of acceptances and the subsequent making of
notifications in respect thereof does NOT mean the acceptances are complete in
all respects within the rules of the Irish Takeover Panel Act, 1997 as different
requirements apply under that Act.
If you have any queries about the enclosed, please contact Niamh Callaghan or
John Cronin of this office.
Yours faithfully,
MASON HAYES & CURRAN
cc Sherry FitzGerald Group PLC
Renlin Limited, the Offeror for Sherry FitzGerald plc has in compliance with the
Companies Acts 1963 to 2001, been delivering notifications of interest and
attributed interests in shares in respect of which acceptances are being
received.
NOTE that these notifications are being made in compliance in particular with
the requirements of sections 53, 67 and 73 of the Companies Act 1990, and do not
represent a notification of the level of acceptances which are complete in all
respects and which would therefore count for the purposes of the Offer. Note
also that any percentage level referred to relates to the percentage of all the
shares in the company and not to the percentage of the shares to which the offer
relates.
NOTICE OF NOTIFIABLE INTEREST PRIVATE IN RELEVANT SHARE CAPITAL OF
SHERRY FITZGERALD PUBLIC LIMITED COMPANY
IN FULFILMENT OF THE OBLIGATION ARISING UNDER
SECTIONS 67 et seq, 73 OF THE COMPANIES ACT 1990
1 To: Sherry FitzGerald Group Public Limited Company, Ormonde
House, 12/13 Lower Leeson Street, Dublin 2
And to each of the notifying persons
And to the Irish Stock Exchange Limited, Anglesea Street,
Dublin 2.
2 Date: 11 June 2003
3 From: Renlin Limited ("Renlin")
and the other notifying persons stated in Row 11 below
4 Persons making the notification: Renlin Limited
and the other notifiying persons stated in Row 11 below
5 Notifiable interest in Ordinary Shares An interest was held in 1,828,682 Sherry FitzGerald shares,
of Euro0.12 each of and in Sherry representing 14.3% of the relevant share capital of Sherry
FitzGerald Group Public Limited FitzGerald Group Public Limited Company, by reason of the
Company ("SherryFitz Shares") disposal to Renlin by the following persons of the shares
subsisting immediately before these opposite their names:
the acquisitions of interest the
subject of this notice Mark Fitzgerald 1,040,569
Mari Hurley 14,284
Philip Sherry 171,233
Ross McParland 131,718
Michael Grehan 131,718
Simon Ensor 131,718
Marian Finnegan 49,380
Clair Cullinan 79,031
Ian McCarthy 79,031
In return for the allotment by Renlin of new shares in itself
to those persons.
Plus List of Acceptors in Appendix 1 attached.
6 Notifiable interests disclosed The acquisition, on 11 June 2003 of a notifiable interest by
Renlin Limited in 10,699,274 Sherry FitzGerald Shares,
representing 94.02% of the relevant share capital of Sherry
FitzGerald Group Public Limited Company, by reason of the
receipt on 11 June 2003 of acceptances of the offer by Renlin
Limited which, when aggregated with acceptances received
before that date (and not previously notified) where such as
to increase the interest in Sherry FitzGerald shares through
at least one percentage point.
7 Identity of each registered holder of See Appendix 2 attached
shares to which the notification
relates and the number of shares held
by each of them
8 The number of shares in which the On 11 June 2003 as at Row 6, the interest arises under
interest of the person giving the acceptances by Sherry FitzGerald Shareholders of the Offer by
notification is such an interest as is Renlin Limited, which gives Renlin Limited a right and
mentioned in Section 77(6) of the obligation to acquire the shares.
Companies Act 1990
9 Total interest held by Renlin after A: Subject to the number of shares validly accepted being
the acquisitions giving rise to the 12,527,956 on 11 June 2003:
notifications contained in this notice
- 10,699,274 Sherry FitzGerald Shares, representing
94.02% of the relevant share capital of Sherry FitzGerald
Group Public Limited Company,
B: Subject to the number of shares being 12,566,735 (i.e.
validly accepted shares plus acceptances not completely
valid) on 11 June 2003:
- 10,738,053 Shares, representing 94.36% of the
relevant share capital of Sherry FitzGerald Group Public
Limited Company.
10 Total interest held by the other Mark Fitzgerald 543,068
persons referred to in Row 11 after
the acquisitions giving rise to the Philip Sherry 536,248
notifications contained in this notice
Ross McParland 264,214
Michael Grehan 224,928
Simon Ensor 550,463
Clair Cullinan 457,788
Ian McCarthy 45,085
11 Other persons, referred to above, to Mark Fitzgerald, Mari Hurley, Philip Sherry, Ross McParland,
the extent that they are or may be Michael Grehan, Simon Ensor, Marian Finnegan, Clair Cullinan,
parties to an agreement to which Ian McCarthy, Pat Ridge, Walter Coakley, as present and
Section 73 of the Companies Act 1990 proposed shareholders of Renlin.
applies.
In addition, the Receiving Agent to the Offer has received Forms of Acceptance
and share documentation which has been unacceptable, and which have been
returned to the senders for signing or other rectification. The interest, if
any, which may subsist in the Sherry FitzGerald Shares the subject matter of
such Forms and documentation to the extent it might have subsisted.
IMPORTANT NOTE: The notification of an interest in shares herein, by reason of
the receipt of an acceptance does not constitute a representation that such
acceptance is complete in all respects, as is provided by the Irish Takeover
Panel Act 1997, Takeover Rules 1997.
Signed:
Date: 11 June 2003
Mason Hayes & Curran, 6 Fitzwilliam Square, Dublin 2
Duly authorised agents of the persons making this notification.
List of Acceptors of Renlin Limited offer for Sherry FitzGerald Group Plc
On 1 May 2003, the date of the acquisition, an interest was held in 1,828,682
Sherry FitzGerald shares, representing 14.3% of the relevant share capital of
Sherry FitzGerald Group Public Limited Company, by reason of the disposal to
Renlin by the following persons of the shares opposite their names:
Mark Fitzgerald 1,040,569
Mari Hurley 14,284
Philip Sherry 171,233
Ross McParland 131,718
Michael Grehan 131,718
Simon Ensor 131,718
Marian Finnegan 49,380
Clair Cullinan 79,031
Ian McCarthy 79,031
In return for the allotment by Renlin of new shares in itself to those persons.
This announcement has been issued through the Companies Announcement Service of
The Irish Stock Exchange
This information is provided by RNS
The company news service from the London Stock Exchange
END
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