TIDMAGA TIDMTTM
RNS Number : 4628Q
Aga Rangemaster Group PLC
17 June 2015
Strictly Private & Confidential
NOT FOR RELEASE, PUBLICATION 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 OR REGULATIONS OF SUCH
JURISDICTION
THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.4 OF THE CITY CODE
ON TAKEOVERS AND MERGERS (THE "CODE") AND DOES NOT CONSTITUTE AN
ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF
THE CODE. THERE CAN BE NO CERTAINTY THAT AN OFFER WILL BE MADE, NOR
AS TO THE TERMS ON WHICH ANY OFFER MIGHT BE MADE
FOR IMMEDIATE RELEASE
17 June 2015
AGA Rangemaster Group plc ("AGA" or the "Company")
Statement regarding Possible Offer
The Company notes the recent movement in the Company's share
price and confirms that it is in discussions with The Middleby
Corporation ("Middleby") regarding a possible cash offer for the
Company.
There can be no certainty that any formal offer will be made, or
as to the terms of any offer.
In accordance with Rule 2.6(a) of the Code, Middleby is
required, by no later than 5.00 p.m. on 15 July 2015, to either
announce a firm intention to make an offer for the Company in
accordance with Rule 2.7 of the Code or announce that it does not
intend to make such an offer, in which case the announcement will
be treated as a statement to which Rule 2.8 of the Code applies.
This deadline may be extended with the consent of the Takeover
Panel in accordance with Rule 2.6 of the Code.
In accordance with Rule 2.10 of the Code, the Company confirms
that, as at the date of this announcement, it has 69,264,223
ordinary shares of 46 7/8p nominal value each in issue and admitted
to trading on the London Stock Exchange's main market for listed
securities. The International Securities Identification Number of
the ordinary shares is GB00B2QMX606.
In accordance with Rule 26.1 of the Code, a copy of this
announcement will be available on the Company's website at
www.agarangemaster.com.
The content of the website referred to in this announcement is
not incorporated into and does not form part of this
announcement.
Enquiries:
AGA Rangemaster Group plc: +44 (0)1926 455 731
William McGrath, Chief Executive
Shaun Smith, Finance Director
Financial Adviser - Rothschild: +44 (0)20 7280 5000
Stuart Vincent
Alistair Allen
Brunswick Group +44 (0)20 7404 5959
Simon Sporborg
Nina Coad
Financial Adviser and Broker - Numis +44 (0)20 7260 1000
Chris Wilkinson
N M Rothschild & Sons Limited ("Rothschild"), which is
authorised by the Prudential Regulation Authority and regulated by
the Financial Conduct Authority and the Prudential Regulation
Authority in the United Kingdom, is acting exclusively for AGA
Rangemaster Group plc and for no one else in connection with the
subject matter of this announcement and will not be responsible to
anyone other than AGA Rangemaster Group plc for providing the
protections afforded to its clients or for providing advice in
connection with the subject matter of this announcement.
Numis Securities Limited ("Numis"), which is authorised and
regulated by the Financial Conduct Authority in the United Kingdom,
is acting exclusively for AGA Rangemaster Group plc and for no one
else in connection with the subject matter of this announcement and
will not be responsible to anyone other than AGA Rangemaster Group
plc for providing the protections afforded to its clients or for
providing advice in connection with the subject matter of this
announcement.
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 securities exchange 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
securities exchange 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
securities exchange 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 securities exchange offeror is first
identified. Relevant persons who deal in the relevant securities of
the offeree company or of a securities exchange 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 securities exchange offeror must make a
Dealing Disclosure if the person deals in any relevant securities
of the offeree company or of any securities exchange 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 securities exchange 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
securities exchange 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
OFDBXGDLLDBBGUR
AGA Rangemaster (LSE:AGA)
Historical Stock Chart
From Jun 2024 to Jul 2024
AGA Rangemaster (LSE:AGA)
Historical Stock Chart
From Jul 2023 to Jul 2024
