TIDMSVR TIDMTTM
RNS Number : 8447T
ServicePower Technologies PLC
11 January 2017
For immediate release
Not for release, publication or distribution, in whole or in
part, DIRECTLY OR INDIRECTLY in, into or from any RESTRICTED
jurisdiction (INCLUDING THE UNITED STATES OF AMERICA) where to do
so would constitute a violation of the relevant laws or regulations
of such jurisdiction. THIS ANNOUNCEMENT CONTAINS INSIDE
INFORMATION.
11 January 2017
RECOMMENDED CASH OFFER
FOR
SERVICEPOWER TECHNOLOGIES PLC
BY
DIVERSIS CAPITAL UK LIMITED
(a subsidiary of DIVERSIS CAPITAL, LLC.)
Updated level of acceptances
At 7.00 a.m. on 10 January 2017, Diversis announced that the
Recommended Offer had been declared unconditional in all
respects.
In that announcement, it was disclosed that Diversis had an
acceptance from BFLAP outstanding in respect of an irrevocable
commitment to accept (or procure the acceptance of) the Recommended
Offer in respect of 9,551,007 ServicePower Shares, representing
approximately 4.2 per cent. of the issued share capital of
ServicePower and that this acceptance was anticipated to be
received shortly.
Diversis announces that this acceptance from BFLAP has now been
received.
At 3.00 p.m. on 10 January 2017 acceptances in respect of
206,208,652 ServicePower Shares, representing approximately 90.6
per cent. of the issued share capital of ServicePower have been
received.
The Recommended Offer will remain open for acceptance until
further notice. Diversis will give at least 14 days' notice prior
to the closing of the Recommended Offer. All other terms and
conditions as outlined in the Offer Document still apply.
Capitalised terms and expressions used in this announcement
shall, unless otherwise defined herein and save as the context
otherwise requires, have the same meanings as given to them in the
Offer Document.
The percentage holdings of ServicePower Shares referred to in
this announcement are based upon a figure of 227,560,827
ServicePower Shares in issue.
Enquiries:
Diversis Management Corporation Limited +1 310 396 4200
Ron Nayot
Stockdale Securities Limited
Financial Adviser to Diversis +44(0) 20 7601 6100
Tom Griffiths
Edward Thomas
ServicePower Technologies PLC +44(0) 161 476 7762
Marne Martin, CEO
finnCap Ltd
Financial Adviser, Nomad and Broker to ServicePower +44 (0) 20 7220 0500
Jonny Franklin-Adams
Emily Watts
Kate Bannatyne
Stockdale Securities Limited ("Stockdale"), which is authorised
and regulated in the United Kingdom by the Financial Conduct
Authority, is acting exclusively as financial adviser to Diversis
and no-one else in connection with the Offer and other matters
described in this Announcement, and will not be responsible to
anyone other than Diversis for providing the protections afforded
to clients of Stockdale or for providing advice in relation to the
Offer, the contents of this Announcement or any other matter
referred to herein. Stockdale has given, and not withdrawn, its
consent to the inclusion in the Announcement of the references to
its name in the form and context in which it appears.
finnCap Limited ("finnCap"), which is authorised and regulated
in the United Kingdom by the Financial Conduct Authority, is acting
exclusively as financial adviser and broker to ServicePower and
no-one else in connection with the Offer and other matters
described in this Announcement, and will not be responsible to
anyone other than ServicePower for providing the protections
afforded to clients of finnCap or for providing advice in relation
to the Offer, the contents of this Announcement or any other matter
referred to herein. finnCap has given, and not withdrawn, its
consent to the inclusion in the Announcement of the references to
its name and the advice it has given to ServicePower in the form
and context in which they appear.
In accordance with Rule 30.3 of the Code, you may request a hard
copy of this announcement by contacting the Receiving Agent, Capita
Asset Services, during business hours on 0371 664 0321 from within
the UK or +4420 8639 3399 if calling from outside the UK or by
submitting a request in writing to Capita Asset Services at The
Registry, 34 Beckenham Road, Kent, BR3 4TU. It is important that
you note that unless you make a request, a hard copy of this
announcement and any such information incorporated by reference in
it will not be sent to you. You may also request that all future
documents, announcements and information to be sent to you in
relation to the Recommended Offer should be sent in hard copy
form.
SHAREHOLDERS ARE ADVISED TO READ THE OFFER DOCUMENT CAREFULLY.
THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT
INTENDED TO, AND DOES NOT, CONSTITUTE OR FORM ANY PART OF AN OFFER
TO SELL OR AN INVITATION TO SUBSCRIBE FOR OR PURCHASE ANY
SECURITIES OR THE SOLICITATION OF ANY VOTE OR APPROVAL IN ANY
JURISDICTION, NOR SHALL THERE BE ANY SALE, ISSUANCE OR TRANSFER OF
THE SECURITIES REFERRED TO IN THIS ANNOUNCEMENT IN ANY JURISDICTION
IN CONTRAVENTION OF APPLICABLE LAW. THE RECOMMENDED OFFER IS BEING
MADE SOLELY BY MEANS OF THE OFFER DOCUMENT (TO THE EXTENT NOT
REVISED BY THE OFFER DOCUMENT), WHICH CONTAIN THE FULL TERMS AND
CONDITIONS OF THE RECOMMENDED OFFER, AND IN THE CASE OF
SERVICEPOWER SHARES HELD IN CERTIFICATED FORM, THE FORM OF
ACCEPTANCE. ANY ACCEPTANCE IN RELATION TO THE RECOMMENDED OFFER
SHOULD BE MADE ONLY ON THE BASIS OF THE INFORMATION CONTAINED IN
THESE DOCUMENTS.
The availability of the Offer Document and the release,
publication and distribution of this announcement in jurisdictions
other than the United Kingdom may be restricted by the laws of
those jurisdictions and therefore persons who are not resident in
the United Kingdom into whose possession this announcement comes
should inform themselves about and observe any such restrictions.
Failure to comply with any such restrictions may constitute a
violation of the securities laws of any such jurisdiction. To the
fullest extent permitted by applicable law, the companies and
persons involved in the Recommended Offer disclaim any
responsibility or liability for the violation of such restrictions
by any person. Copies of this announcement and any formal
documentation relating to the Recommended Offer are not being, and
must not be, directly or indirectly, mailed or otherwise forwarded,
distributed or sent in or into or from any Restricted Jurisdiction
and persons receiving such documents (including custodians,
nominees and trustees) must not mail or otherwise forward,
distribute or send them in, into or from any Restricted
Jurisdiction.
This announcement has been prepared for the purpose of complying
with English law, the Code and the AIM Rules and the information
disclosed may not be the same as that which would have been
disclosed if this announcement had been prepared in accordance with
the laws of jurisdictions outside the United Kingdom.
A copy of this announcement will be available (subject to any
applicable restrictions relating to persons resident in Restricted
Jurisdictions), for inspection on Diversis's website at
www.diversiscapital.com for Diversis and on www.servicepower.com
for ServicePower by no later than 12 noon (London time) on the
Business Day following the date of this announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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