SPIL Spi Lasers

    RNS Number : 1188G
  Trumpf Intl. Beteiligung-GmbH
  17 October 2008
   
    NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO
THE SAME WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
    17 October 2008
    Recommended cash offer
for
SPI Lasers plc ("SPI Lasers")
by
TRUMPF International Beteiligungs-GmbH ("TRUMPF International")
    (a wholly owned subsidiary of TRUMPF GmbH + Co. KG ("TRUMPF"))
    Compulsory acquisition of SPI Lasers Shares
    On 9 September 2008, the boards of TRUMPF International and SPI Lasers announced the terms of a recommended cash offer for the entire
issued and to be issued share capital of SPI Lasers at a price of 40 pence in cash for each SPI Lasers Share. The offer document setting out
the full terms and conditions of the Offer was posted to SPI Lasers Shareholders on 16 September 2008.
    On 8 October 2008, TRUMPF International declared the Offer unconditional in all respects and at the same time also confirmed that, as
TRUMPF International had received acceptances under the Offer in respect of 90 per cent. or more of the SPI Lasers Shares to which the Offer
relates, TRUMPF International intended to exercise its rights pursuant to sections 974 to 991 of the Companies Act 2006 to acquire
compulsorily, on the same terms as the Offer, the remaining SPI Lasers Shares in respect of which the Offer had not been accepted.
    TRUMPF International announces that it has initiated the compulsory acquisition procedure under the Companies Act 2006 and has today
posted a formal notice pursuant to section 980(1) of the Companies Act 2006 to all SPI Lasers Shareholders who have not yet accepted the
Offer. SPI Lasers Shareholders who have neither accepted the offer by 28 November 2008 nor made an application to court under section 986 of
the Companies Act 2006 by that date will have their SPI Lasers Shares transferred to TRUMPF International pursuant to the compulsory
acquisition procedure under the Companies Act 2006.
    The Board of TRUMPF International announces that the Offer will remain open for acceptance until further notice. At least 14 days'
written notice will be given by an announcement to SPI Lasers Shareholders who have not accepted the Offer before the Offer is closed.
    SPI Lasers Shareholders who hold SPI Lasers Shares in certificated form and who have not accepted the Offer and wish to do so should
complete the Form of Acceptance in accordance with the instructions printed on it and return it together with their share certificate(s) or
any other document(s) of title as soon as possible by hand (during normal business hours only) to Computershare Investor Services PLC, The
Pavilions, Bridgwater Road, Bristol, BS13 8AE or by post to Computershare, Corporate Actions Projects, Bristol, BS99 6AH.
    SPI Lasers Shareholders who hold SPI Lasers Shares in uncertificated form (that is, in CREST) and who have not accepted the Offer and
wish to do so should make their acceptance electronically through CREST without delay.
    All SPI Lasers Shareholders who have not received the Offer document or Form of Acceptance should contact Dawsons LLP on +44 207 421
4800 to obtain further copies.
    Settlement of the consideration to which any SPI Lasers Shareholder is entitled under the Offer will be dispatched either on or before
21 October 2008 in respect of SPI Lasers Shares for which acceptances of the Offer complete in all respects had been received as at 1.00
p.m. (London time) on 14 October. Settlement of consideration due in respect of acceptances of the Offer complete in all respects received
after 1.00 p.m. (London time) on 14 October but while it remains open for acceptance will be dispatched to accepting SPI Lasers Shareholders
within 14 days of receipt of such acceptances.
    The Offer remains subject to the terms set out in the Offer document.
    Terms defined in the Offer document shall have the same meanings in this announcement.
    Enquiries:

 TRUMPF                                           Tel:  +49 (0) 7156 303 30992
 Ingo Schnaitmann, Head of Press and Public
 Relations

 Baird (financial adviser to TRUMPF and TRUMPF    Tel:  +44 (0) 20 7488 1212
 International)
 Nicholas Sealy
 Nicholas Cardoza

 SPI Lasers                                       Tel:  +44 (0) 1489 779 689
 Dr. David Parker, CEO
 David Holloway, CFO

 Panmure Gordon (financial adviser, NOMAD and     Tel:  +44 (0) 20 7459 3600
 broker to SPI Lasers)
 Dominic Morley
 Rakesh Sharma

    The TRUMPF Directors and the TRUMPF International Directors accept responsibility for the information contained in this announcement
other than information relating to the SPI Lasers Group, the SPI Lasers Directors and their immediate families, related trusts and
controlled companies. To the best of the knowledge and belief of the TRUMPF Directors and the TRUMPF International Directors (who have taken
all reasonable care to ensure that such is the case), the information contained in this announcement for which they accept responsibility is
in accordance with the facts and does not omit anything likely to affect the import of such information.
    Baird, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for TRUMPF and
TRUMPF International and no-one else in connection with the Offer and will not be responsible to anyone other than TRUMPF and TRUMPF
International for providing the protections afforded to clients of Baird nor for providing advice in relation to the Offer, the content of
this announcement, or any transaction, arrangement or matter referenced herein.
    Panmure Gordon, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for
SPI Lasers and no-one else in connection with the Offer and will not be responsible to anyone other than SPI Lasers for providing the
protections afforded to clients of Panmure Gordon nor for providing advice in relation to the Offer, the content of this announcement, or
any transaction, arrangement or matter referenced herein.
    This announcement is not intended to and does not constitute, or form any part of, an offer to sell or the solicitation of an offer to
subscribe for or buy any securities, nor shall there be any sale, issue or transfer of the securities referred to in this announcement in or
into any jurisdiction in contravention of any applicable law. The Offer has been made solely by means of the Offer Document and, in the case
of certificated SPI Lasers Shares, the Form of Acceptance accompanying the Offer Document.
    Any acceptance or other response to the Offer should be made only on the basis of information contained in or referred to in the Offer
Document.
    The Offer is subject to the applicable rules and regulations of the Financial Services Authority, the London Stock Exchange and the City
Code. 

This information is provided by RNS
The company news service from the London Stock Exchange
 
  END 
 
CASFFSFEWSASEES

Spi Lasers (LSE:SPIL)
Gráfico Histórico do Ativo
De Mai 2024 até Jun 2024

Spi Lasers (LSE:SPIL)
Gráfico Histórico do Ativo
De Jun 2023 até Jun 2024