Amerisur Resources - Strategic Review and Formal Sale Process Update
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION
SHAREHOLDERS ARE ADVISED THIS IS NOT A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE AND THERE CAN BE NO CERTAINTY THAT ANY OFFERS WILL BE MADE AS A RESULT OF THE FORMAL SALES PROCESS, THAT ANY SALE OR OTHER TRANSACTION WILL BE CONCLUDED, NOR AS TO THE TERMS ON WHICH ANY OFFER OR OTHER TRANSACTION MAY BE MADE.
FOR IMMEDIATE RELEASE
11 October 2019
Strategic Review and Formal Sale Process Update
The Company has conducted a thorough process to date, including the provision of large amounts of data to interested parties and their advisors through virtual and physical data rooms, and management presentations in
The Company has issued revised bidding instructions to interested parties, inviting firm proposals to acquire the entire issued and to be issued share capital of the Company (the "Bidding Instructions").
The Bidding Instructions make clear that proposals should include confirmation that any potential bidder is in a position to comply with requirements of the
The Company is seeking to conclude the FSP in Q4 2019. Further updates will be provided in due course. Shareholders are encouraged to take no further action with regard to their shares.
Tel: +44 (0)330 333 8273
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Tel: +44 (0)207 236 1010
Tel: +44 (0)207 710 7600
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Tel: +44 (0)207 597 4000
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Arden Partners Plc
Tel: +44 (0)207 614 5900
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Tel: +44 (0)203 757 4983
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About Arden Partners
Arden Partners plc ("Arden"), which is authorised and regulated in the
Shareholders are advised this is not a firm intention to make an offer under Rule 2.7 of the Code and there can be no certainty that any offers will be made as a result of the Formal Sales Process, that any sale or other transaction will be concluded, nor as to the terms on which any offer or other transaction may be made.
This announcement does not contain inside information.
Disclosure requirements of the Takeover Code
Under Rule 8.3(a) of the Takeover Code, any person who is interested in 1 per cent. 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
Under Rule 8.3(b) of the Takeover Code, any person who is, or becomes, interested in 1 per cent. 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(s), 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
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 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.
Publication on website and hard copies
A copy of this announcement and the documents required to be published by Rule 26 of the Takeover Code will be available, subject to certain restrictions relating to persons resident in Restricted Jurisdictions, on Amerisur's website at http://www.amerisurresources.com by no later than 12 noon on the Business Day following the date of this announcement. For the avoidance of doubt, the content of the
This information is provided by RNS, the news service of the
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