Offer Update
17 Setembro 2003 - 4:01AM
UK Regulatory
RNS Number:8465P
Belazure Acquisition Limited
17 September 2003
Not for release, distribution or publication in or into or from the USA, Canada,
Australia or Japan
Recommended Cash Offer
by
PricewaterhouseCoopers
on behalf of
Belazure Acquisition Limited
for
Safestore plc
OFFER UPDATE - OFFER UNCONDITIONAL IN ALL RESPECTS
On 21 August 2003 the board of Belazure Acquisition Limited ("BAL") and the
Independent Directors of Safestore plc ("Safestore") announced that agreement
had been reached on the terms of a recommended cash offer, to be made by
PricewaterhouseCoopers on behalf of BAL, for the entire issued and to be issued
share capital of Safestore.
BAL is pleased to announce that the Offer is declared unconditional in all
respects, all conditions having been either satisfied or waived. The Offer will
remain open for acceptance until further notice.
* By 3.00 p.m. on 16 September 2003 (the business day prior to the date of
this announcement) BAL had received valid acceptances of the Offer in
respect of a total of 82,543,386 Safestore Shares, representing
approximately 91.64 per cent. of the existing issued share capital of
Safestore.
* On 21 August 2003, BAL announced that it had received undertakings to
accept or procure acceptance of the Offer in respect of 51,658,024 Safestore
Shares representing 57.36 per cent. of the existing issued share capital of
Safestore. Valid acceptances have now been received in respect of all
Safestore Shares subject to these undertakings and they have been included
in the total level of valid acceptances referred to above.
* On 21 August 2003, BAL announced that certain members of the Management
Team who are acting, or deemed to be acting, in concert with BAL held, in
aggregate, 25,000 Safestore Shares representing approximately 0.03 per cent.
of the existing issued share capital of Safestore. BAL has received
acceptances in respect of all of these Safestore Shares and they have been
included in the total level of valid acceptances referred to above.
* Save as disclosed in this announcement, neither BAL nor any persons
acting, or deemed to be acting in concert with BAL for the purpose of the
Offer have acquired or agreed to acquire Safestore Shares (or rights over
Safestore Shares) since the commencement of the Offer Period.
* On 4 December 2002 (the date immediately preceding the commencement of the
Offer Period) in aggregate 25,000 Safestore Shares representing
approximately 0.03 per cent of the existing issued share capital of
Safestore were held by or on behalf of BAL and persons acting, or deemed to
be acting in concert with BAL for the purpose of the Offer all such shares
were held by persons acting, or deemed to be acting with BAL for the purpose
of the Offer.
Settlement of the consideration due to accepting Safestore Shareholders will be
despatched by no later than 30 September 2003 in respect of Safestore Shares for
which valid and complete acceptances of the Offer were received on or before 16
September 2003. Settlement of consideration in respect of acceptances received
after 16 September 2003 will be despatched within 14 days after the receipt of a
valid Form of Acceptance complete in all respects.
BAL intends to exercise its right pursuant to the provisions of Sections 428 to
430F of the Companies Act 1985 ("the Act") to compulsorily acquire the remaining
Safestore Shares for which valid acceptances of the Offer have not been
received. As stated in the Offer Document, it is BAL's intention to procure that
Safestore applies for cancellation of the trading of Safestore Shares on the
AIM. It is anticipated that such cancellation will take effect on 15 October
2003 which is twenty business days from the date of this announcement. A
resolution will be proposed to re-register Safestore as a private company under
the relevant provisions of the Act as soon as it is appropriate to do so.
Safestore Shareholders who have not yet accepted the Offer and who wish to do so
should complete and return their Form of Acceptance as soon as possible by post
or (during normal business hours only) by hand to Capita IRG Plc at Corporate
Actions, PO Box 166, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TH.
Definitions used in the Offer Document dated 21 August 2003 have the same
meaning in this announcement, unless the context requires otherwise.
Enquiries:
Belazure Acquisition Limited
Richard Hodsden
0208 826 1000
Bridgepoint
Alan Payne
0121 236 1641
PricewaterhouseCoopers
(Financial Adviser to Belazure Acquisition Limited)
David Armfield
0121 265 5000
Rakesh Kotecha
0121 265 5000
PricewaterhouseCoopers, which is authorised and regulated by the Financial
Services Authority for designated investment business, is acting exclusively for
Bridgepoint and the Belazure Group and for no one else in relation to the Offer
and will not be responsible to anyone other than Bridgepoint and the Belazure
Group for providing the protections afforded to clients of
PricewaterhouseCoopers or for giving advice in relation to the Offer or any
other matter referred to in this announcement.
The Offer is not being made, directly or indirectly, in or into, or by use of
the mails of, or by any means or instrumentality (including, without limitation,
electronic mail, facsimile transmission, telex or telephone) of interstate or
foreign commerce of, or any facilities of a national securities exchange of, the
USA, Canada, Australia or Japan, and the Offer will not be capable of acceptance
by any such use, means or instrumentality or facilities or from or within the
USA, Canada, Australia or Japan. Accordingly, copies of this announcement are
not being, and must not be mailed or otherwise distributed or sent in, into or
from the USA, Canada, Australia or Japan and persons receiving this announcement
(including custodians, nominees and trustees) must not distribute or send them
in, into or from the USA, Canada, Australia or Japan.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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