MORRISONS CONTRACTS TERMINATION (9476C)
March 15 2011 - 3:28AM
UK Regulatory
TIDMMUBL TIDMMRW
RNS Number : 9476C
MBL Group PLC
15 March 2011
15 MARCH 2011
MBL GROUP PLC
("MBL" or "the Group")
MORRISONS CONTRACTS TERMINATION
The Board of MBL Group plc ("Board") announces that it has
received formal notification from its major customer, Wm Morrisons
Supermarket plc ("Morrisons"), of the termination of its two
existing supply agreements with MBL. The final termination date of
the agreements will be 14 September 2011. In the financial year
ended 31 March 2010, approximately 78% of MBL turnover related to
sales to Morrisons.
The notification is a significant disappointment to MBL which
has had a successful long-term commercial relationship with
Morrisons for 14 years. The Board of MBL had been in negotiations
with Morrisons for several months regarding a future commercial
relationship but have also been notified that they have been
unsuccessful in securing the third party logistics service tender.
As previously announced Morrisons had decided to move away from the
existing full supply arrangements provided by MBL. The announcement
will necessitate a significant downsizing of our operations and
with regret the resultant loss of employment for many of our
employees. We are commencing discussions with Morrisons and the new
service provider regarding those employees who will be in scope for
TUPE (Transfer of Undertakings (Protection of Employment)
Regulations) at the end of the agreements.
Negotiations are also continuing regarding the stock balances
which MBL has purchased in support of the existing agreements and
which represent a high proportion of the total stock balances of
the Group. The Board will update investors as soon as the financial
commitment has been agreed with Morrisons.
The Board is also announcing that KPMG Corporate Finance is to
be appointed to seek a suitable purchaser for the Group. As such
this may or may not result in an offer for the entire issued share
capital of MBL, though there can be no certainty that any offer
will be forthcoming. The Board will update shareholders in respect
of this process as soon as it is appropriate to do so.
Accordingly, under the rules of the Takeover Code, MBL is now in
an offer period. MBL confirms, pursuant to Rule 2.10 of the
Takeover Code, that its issued share capital as at 15 March 2011
comprised 17,296,080 ordinary shares of 75 pence each. The shares
are traded on AIM under ISIN GB00B0W48T45.
Further to the announcement made on 31 January 2011, the Board
would like to confirm that Steven Walsh-Hill will be leaving the
business by mutual agreement with immediate effect. This is due to
being unable to reach agreement on the terms of Mr Walsh-Hill's
appointment.
Enquiries:
MBL GROUP PLC Tel: 0161 767 162
Peter Cowgill, Chairman
BISHOPSGATE COMMUNICATIONS LIMITED Tel: 020 7562 3350
Duncan McCormick, Deepali Schneider, Natalie Quinn
mbl@bishopsgatecommunications.com
BREWIN DOLPHIN LIMITED Tel: 0845 213 4729
Mark Brady, Sean Wyndham-Quin
KPMG Corporate Finance Tel: 0161 2464548
Chris Belsham
KPMG Corporate Finance, a division of KPMG LLP which is
authorised and regulated by the Financial Services Authority for
investment business activities, is acting for the Group as
financial adviser in relation to the possible offer for the Group
and is not acting for any other person in relation to such possible
offer for the Group. KPMG Corporate Finance will not be responsible
to anyone other than Group for providing the protections afforded
to its clients or for providing advice in relation to the contents
of this document or any possible offer for the Group or arrangement
referred to herein. Disclosure requirements of the Takeover Code
(the "Code") Under Rule 8.3(a) of the Code, any person who is
interested in 1% or more of any class of relevant securities of an
offeree company or of any paper 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 paper
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 paper offeror(s). An Opening
Position Disclosure by a person to whom Rule 8.3(a) applies must be
made by no later than 3.30 pm (London time) on the 10th business
day following the commencement of the offer period and, if
appropriate, by no later than 3.30 pm (London time) on the 10th
business day following the announcement in which any paper offeror
is first identified. Relevant persons who deal in the relevant
securities of the offeree company or of a paper offeror prior to
the deadline for making an Opening Position Disclosure must instead
make a Dealing Disclosure. Under Rule 8.3(b) of the Code, any
person who is, or becomes, interested in 1% or more of any class of
relevant securities of the offeree company or of any paper offeror
must make a Dealing Disclosure if the person deals in any relevant
securities of the offeree company or of any paper 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 paper offeror, 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 3.30 pm (London time) on the business day following
the date of the relevant dealing. 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 paper 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 Takeover
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. If you
are in any doubt as to whether you are required to make an Opening
Position Disclosure or a Dealing Disclosure, you should contact the
Panel's Market Surveillance Unit on +44 (0)20 7638 0129.
This information is provided by RNS
The company news service from the London Stock Exchange
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