Issue of Equity
December 02 2003 - 4:31AM
UK Regulatory
RNS Number:7281S
Koninklijke KPN NV
2 December 2003
This release is not for distribution, directly or indirectly, into the United
States, Canada, Japan or Australia
KPN is pleased to announce that TelSource N.V., a joint venture between KPN and
Swisscom is offering up to 86,964,250 shares (including an over allotment
option) of Cesky Telecom, a.s. ("Cesky Telecom"), representing approximately 27%
of the outstanding share capital of Cesky Telecom through an accelerated
bookbuilt transaction. The offering of both shares and Global Depositary
Receipts ("GDRs") will comprise an offering to institutional investors in the
Czech Republic, in Europe and internationally.
The National Property Fund of the Czech Republic has committed not to sell its
shares in Cesky Telecom for a period of 90 days following the closing of this
offering, unless expressly instructed otherwise by the Government of the Czech
Republic or any agency thereof.
In connection with this offering a stabilisation manager may over-allot or
effect transactions with a view to supporting the market price of the shares or
GDRs at a level higher than those which might otherwise prevail in the open
market for a limited period. Such transactions may be effected in the Cesky
Telecom shares listed on the Prague Stock Exchange and in the GDRs listed on the
London Stock Exchange, Such stabilisation if commenced may be discontinued at
any time.
-DISCLAIMER-
This announcement does not constitute an offer to sell or issue, or constitute
the solicitation of an offer. Neither the shares in Cesky Telecom (the "Shares")
nor the global depository receipts representing Shares ("GDRs") are, or will be,
registered under the US Securities Act of 1933, as amended (the "Securities
Act"), and may not be offered or sold in the United States (as such terms are
defined in Regulation S under the Securities Act) unless registered with the
United States Securities and Exchange Commission or pursuant to an exemption
from the registration requirements of the Securities Act. There will be no
public offering of the securities in the United States.
In addition, this announcement is directed only at persons who (i) are outside
the United Kingdom or (ii) have professional experience in matters relating to
investments or (iii) are persons falling within Article 49(2)(a) to (d) ("high
net worth companies, unincorporated associations, etc.") of The Financial
Services and Markets Act 2000 (Financial Promotion) Order 2001 (all such persons
together being referred to as "relevant persons"). This announcement must not be
acted on or relied on by persons who are not relevant persons. Any investment or
investment activity to which this announcement relates is available only to
relevant persons and will be engaged in only with relevant persons. In the Czech
Republic, this announcement is solely directed at institutional investors within
the meaning of Section 5(1) (investment companies, investment funds, pension
funds, insurance companies etc.) of Act No. 15/1998 Coll. on the Securities
Commission, as amended ("institutional investors") and must not be acted on or
relied on by persons who are not institutional investors. This press release has
been prepared for information purposes only and is not to be relied upon in
substitution for the exercise of independent judgment. It is not intended as
investment advice, and under no circumstances is it to be used or considered as
an offer to sell, or 3 solicitation of an offer to purchase, any securities nor
a recommendation to enter into any transaction; nor shall it or any part of it
form the basis of or be relied on in connection with any contract or commitment
whatsoever. Information or opinions contained herein have been compiled from
sources believed to be reliable, but no person accepts liability for any loss
arising from the use hereof or makes any representation as to its accuracy or
completeness. The information contained herein is subject to change without
notice. This document may not be reproduced or redistributed to any other
person.
No offering circular or prospectus or other offering document will be provided
or prepared in connection with the offer and sale of the Shares and GDRs and
none of the managers of the Offering, Telsource or Cesky Telecom, or any other
person, has provided, or will provide, any material regarding the Shares, the
GDRs or Cesky Telecom in connection with any such offer and sale.
Before entering into any transaction you should take steps to ensure that you
understand the transaction and have made an independent assessment of the
appropriateness of the transaction in light of your own objectives and
circumstances, including the possible risks and benefits of entering into such a
transaction. You should also consider seeking advice from your own advisers in
making this assessment.
Note to editors (not for publication)
For more information contact KPN Press Office at +31 70 4466300.
Note to investors and analysts (not for publication)
For more information contact KPN Investor Relations at +31 70 4460986.
This information is provided by RNS
The company news service from the London Stock Exchange
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