Rule 8 - Bank Restaurant Grp
29 Agosto 2003 - 9:31AM
UK Regulatory
RNS Number:1736P
Lewis Silkin
29 August 2003
Date of Disclosure 29.8.03
DISCLOSURE UNDER RULES 8.1(a), 8.1(b)(i) and 8.3
OF THE CITY CODE ON TAKEOVERS AND MERGERS
Date of dealing 29.8.03
Dealing in BANK RESTAURANT GROUP PLC (name of company)
1) Class of securities (eg ordinary shares) ORDINARY SHARES
2) Amount bought Amount sold Price per unit
18,052,500 2P
NOTE A
3) Resultant total of the same class owned or controlled
(and percentage of class) NOTE B ( %)
4) Party making disclosure LEWIS SILKIN
5) EITHER (a) Name of purchaser/vendor (Note 1) CONRAN HOLDINGS LIMITED
OR (b) if dealing for discretionary client(s), name of fund
management organisation
6) Reason for disclosure (Note 2)
(a) associate of (i) offeror (Note 3) YES
(ii) offeree company NO
Specify which category or categories of associate (1-8 overleaf) (1)
If category (8), explain
(b) Rule 8.3 (ie disclosure because of ownership or control of 1%
or more of the class of relevant securities dealt in) NO
Signed, for and on behalf of the party named in (4) above N/A
(Also print name of signatory) GEOFFREY DAVIES
Telephone and extension number 020 7074 8100
Note 1. Specify owner, not nominee or vehicle company. If relevant, also
identify controller of owner, eg where an owner normally acts on
instructions of a controller
Note 2. Disclosure might be made for more than one reason; if so, state all
reasons.
Note 3. Specify which offeror if there is more than one.
Note 4. When an arrangement exists with any offeror, with the offeree company
or which an associate of any offeror or of the offeree company
in relation to relevant securities, details of such arrangement must
be disclosed, as required by Note 6 on Rule 8
Note 5. It may be necessary, particularly when disclosing derivative
transactions, to append a sheet to this disclosure form so that
relevant information can be given.
Note 6. In the case of an average price bargain, each underlying trade
should be disclosed.
For full details of disclosure requirements, see Rule 8 of the Code. If in
doubt, contact the Panel on Takeovers and Mergers, Tel No: 020 7382 9026
Bank Restaurants Group Plc
Note A
Conran Holdings Limited ("Conran") has been granted undertakings by directors
of and an associate of Bank Restaurants Group Plc ("Bank") to accept any cash
offer by Conran of 3.125p per Ordinary Share in Bank in respect of 8,970,000
Ordinary Shares in Bank. The undertaking will cease to apply if:-
(a) An announcement of Conran's offer is not made within 60 days after
completion of the subscription by Conran for new Ordinary Shares in Bank
(29 August 2003);
(b) Conran's offer is withdrawn or lapses;
(c) The document containing Conran's offer is not despatched within 28 days
after the date of the announcement referred to above;
(d) A third party makes an offer to acquire the whole of the issued share
capital of Bank at a price per Ordinary Share which is higher than 3.5p
per Ordinary Share.
Note B
Together with undertakings given in similar terms by the directors of Bank the
total number of Ordinary Shares in Bank over which Conran has obtained
undertakings is 21,677,500 Ordinary Shares in Bank (representing 29.9% of the
enlarged issued share capital of Bank). In addition Conran owns 18,052,500
Ordinary Shares in Bank (representing 24.9% of the enlarged issued share
capital of Bank).
This information is provided by RNS
The company news service from the London Stock Exchange
END
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