TIDMALK
RNS Number : 7727D
Balfour Beatty Infrastructure Ptrns
29 October 2015
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN
PART), DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES,
CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO
WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH
JURISDICTION
FOR IMMEDIATE RELEASE
29 October 2015
RECOMMENDED CASH OFFER
by
BARBICAN BIDCO LIMITED
(a company controlled by Balfour Beatty Infrastructure Partners,
L.P.)
for
ALKANE ENERGY PLC
OFFER UPDATE - LAUNCH OF COMPULSORY ACQUSITION PROCEDURE
Introduction
On 16 September 2015, the Boards of Barbican and Alkane
announced that they had reached agreement on the terms of a
recommended cash offer by Barbican (a company controlled by BBIP)
for the entire issued and to be issued share capital of Alkane at a
price of 36 pence in cash for each Alkane Share. The full terms and
conditions of the Offer and the procedure for acceptance were set
out in the offer document (the "Offer Document") posted to Alkane
Shareholders on 17 September 2015.
On 14 October 2015, Barbican announced that the Offer had been
declared unconditional in all respects.
Barbican is pleased to announce that, as at 1.00 p.m. (London
time) on 27 October 2015 valid acceptances had been received in
respect of a total of 156,392,006 Alkane Shares, representing, in
aggregate, approximately 92.34 per cent. of the existing issued
share capital of Alkane, which Barbican may count towards the
satisfaction of the Acceptance Condition of the Offer.
As valid acceptances have been received for in excess of 90 per
cent. of the Alkane Shares to which the Offer relates Barbican will
now commence the procedures available to it under section 979 of
the Companies Act 2006 to compulsorily acquire those Alkane Shares
which it does not already own. Notice will be sent to non-accepting
shareholders informing them of the compulsory acquisition of their
shares by Barbican.
Procedure for Acceptance of the Offer
Alkane Shareholders who have not yet accepted the Offer are
urged to do so without delay.
To accept the Offer in respect of Alkane Shares held in
certificated form (that is, not in CREST), shareholders should
complete and return the Form of Acceptance in accordance with the
procedure set out in the Offer Document. To accept the Offer in
respect of shares held in uncertificated form (that is, shares held
in CREST), shareholders should ensure than an Electronic Acceptance
is made in accordance with the procedure set out in the Offer
Document. If you hold your Alkane Shares as a CREST sponsored
member, you should refer to your CREST sponsor as only your CREST
sponsor will be able to send the necessary instructions to
Euroclear.
Alkane Shareholders who do not accept the Offer will have their
Shares compulsorily acquired but will have to wait for the
Companies Act process to conclude before receiving their
consideration.
Copies of the Offer Document and a specimen Form of Acceptance
are available on Barbican's website, hosted by BBIP LLP, at
www.bbip.com, until the end of the Offer Period. Further copies of
the Offer Document and the Form of Acceptance may be obtained by
contacting the Receiving Agent, Computershare, on 0370 889 3186
from within the UK or on +44 370 889 3186 if calling from outside
the UK. Lines are open 8.30 a.m. to 5.30 p.m. (London time) Monday
to Friday. Calls may be recorded and randomly monitored for
security and training purposes.
Unless otherwise defined in this announcement, capitalised words
and phrases used in this announcement shall have the same meanings
given to them in the Offer Document.
Enquiries
Investec, financial adviser to Barbican + 44 (0)20 7597 4000
Jeremy Ellis
Ali Raza
George Price
Further information
This announcement is for information only and is not intended to
and does not constitute, or form part of, any offer to sell or
invitation to purchase or subscribe for any securities, or any
solicitation of any vote or approval in any jurisdiction pursuant
to the Offer or otherwise. The Offer is effected solely through the
Offer Document, which, together with the Form of Acceptance (in
relation to Alkane Shareholders holding shares in certificated form
only) contains the full details, terms and conditions of the Offer,
including the details of how to accept the Offer. This announcement
has been issued by and is the sole responsibility of Barbican.
A copy of this announcement will be available subject to certain
restrictions relating to persons resident in the United States,
Canada, Australia and Japan on www.bbip.com and on www.alkane.co.uk
by no later than 12 noon on 30 October 2015.
Investec, which is authorised by the Prudential Regulation
Authority and regulated in the United Kingdom by the Financial
Conduct Authority and the Prudential Regulation Authority, is
acting exclusively for Barbican and BBIP and no one else in
connection with the Offer and will not be responsible to anyone
other than Barbican and BBIP for providing the protections afforded
to its clients or for providing advice in relation to the Offer or
any other matters referred to herein.
Overseas Shareholders
The Offer is not being made, directly or indirectly, in or into,
or by use of the mails, or by any means or instrumentality
(including, without limitation, by means of telephone, facsimile,
telex, internet or other forms of electronic communication) of
interstate or foreign commerce of, or any facilities of a
securities exchange of, the United States, Canada, Australia or
Japan, and the Offer will not be capable of acceptance by any such
use, means, instrumentality or facility or from within the United
States, Canada, Australia or Japan. Accordingly, copies of this
announcement and any other related document will not be, and must
not be, directly or indirectly, mailed or otherwise distributed or
sent in or into the United States, Canada, Australia or Japan and
persons receiving such documents (including custodians, nominees
and trustees) must not distribute or send them in, into or from
such jurisdictions as doing so may violate the laws of such
jurisdictions and may make invalid any purported acceptance of the
Offer by persons in any such jurisdiction.
This announcement has been prepared for the purpose of complying
with English law, the AIM Rules, the rules of the London Stock
Exchange and the Takeover Code, 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 UK.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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