Offer Document Posted
June 30 2006 - 11:42AM
UK Regulatory
RNS Number:4964F
Balfour Beatty PLC
30 June 2006
Not for release, publication or distribution, in whole or part, in, into or from
any jurisdiction where to do so would constitute a violation of the relevant
laws in that jurisdiction
FOR IMMEDIATE RELEASE 30 June 2006
RECOMMENDED CASH OFFER
by
BALFOUR BEATTY
for
BIRSE GROUP
Posting of Offer Documentation
Further to the announcement made on 26 June 2006 of a recommended cash offer by
Balfour Beatty plc ("Balfour Beatty") for Birse Group plc ("Birse") (the
"Offer"), Balfour Beatty announces that the offer document containing the full
terms and conditions of the Offer (the "Offer Document") has been posted to
Birse Shareholders today.
If you hold your Birse Shares, or any of them, in certificated form (that is,
not in CREST), to accept the Offer in respect of those Birse Shares (and, if
relevant, to elect for the Loan Note Alternative) you should complete, sign and
return the Form of Acceptance which has been posted to you with the Offer
Document (together with your share certificates and any other documents of
title) as soon as possible and, in any event, so as to be received by Capita
Registrars not later than 1.00 p.m. on 21 July 2006.
If you hold your Birse Shares, or any of them, in uncertificated form (that is,
in CREST), to accept the Offer in respect of those Birse Shares (and, if
relevant, to elect for the Loan Note Alternative) you should follow the
procedure for Electronic Acceptance through CREST so that the TTE instruction
settles as soon as possible and, in any event, not later than 1.00 p.m. on 21
July 2006. If you hold your Birse Shares, or any of them, as a CREST sponsored
member, you should contact your CREST sponsor as only your CREST sponsor will be
able to send TTE instructions to CRESTCo.
Copies of the Offer Document and Form of Acceptance are and will remain
available for collection by Birse Shareholders from the offices of Capita
Registrars, Corporate Actions, The Registry, 34 Beckenham Road, Beckenham, Kent,
BR3 4TU during normal business hours on any weekday (Saturdays and public
holidays excepted) until the end of the Offer Period.
Balfour Beatty plc Tel: 020 7216 6800
Ian Tyler (Chief Executive)
Anthony Rabin (Finance Director)
Tim Sharp (Head of Corporate Communications)
Citigroup Global Markets Limited Tel: 020 7986 4000
(Financial Adviser to Balfour Beatty plc)
Jan Skarbek
James Ireland
Hoare Govett Tel: 020 7678 8000
(Corporate Broker to Balfour Beatty plc)
Bob Pringle
Neil Collingridge
Gainsborough
(PR Adviser to Balfour Beatty plc)
Tel: 020 7190 1700
Duncan Murray
Andy Cornelius
Citigroup Global Markets Limited, which is authorised and regulated by the FSA,
is acting exclusively for Balfour Beatty and no one else in connection with the
Offer and will not be responsible to anyone other than Balfour Beatty for
providing the protections afforded to clients of Citigroup Global Markets
Limited or for providing advice in connection with the Offer or any other
matters referred to herein.
This announcement does not constitute, or form part of, any offer for, or any
solicitation of any offer for, securities. Any acceptance or other response to
the Offer should be made only on the basis of information referred to in the
Offer Document.
The Offer is not being made, directly or indirectly, in, into or from any
jurisdiction where to do so would violate the laws in that jurisdiction, and the
Offer is not capable of acceptance from or within any such jurisdiction.
Accordingly, copies of the Offer Document, the Form of Acceptance and any
accompanying document are not being, and must not be, directly or indirectly,
mailed or otherwise forwarded, distributed or sent in, into or from any
jurisdiction where to do so would violate the laws in that jurisdiction, and
persons receiving the Offer Document, the Form of Acceptance and any
accompanying document (including custodians, nominees and trustees) must not
mail or otherwise distribute or send them in, into or from any jurisdiction
where to do so would violate the laws in that jurisdiction, as doing so may
invalidate any purported acceptance of the Offer.
The Loan Notes which may be issued pursuant to the Loan Note Alternative have
not been, nor will they be, listed on any stock exchange and have not been, nor
will they be, registered under the Securities Act or under any relevant laws of
any state or other jurisdiction of the United States, nor has a prospectus in
relation to the Loan Notes been, nor will one be, lodged with, or registered by,
the Australian Securities and Investments Commission, nor have any steps been
taken, nor will any steps be taken, to enable the Loan Notes to be offered in
compliance with applicable securities laws of Japan. Accordingly, unless an
exemption under relevant securities laws is available, the Loan Notes may not be
offered, sold, resold, delivered or transferred, directly or indirectly, in or
into a Loan Note Restricted Jurisdiction in which an offer of the Loan Notes
would constitute a violation of the relevant laws of, or require registration of
the Loan Notes in, such jurisdiction or to, or for the account or benefit of, a
person located in a Loan Note Restricted Jurisdiction.
In accordance with normal United Kingdom market practice, Balfour Beatty or any
person acting on their behalf may from time to time make certain market or
private purchases of, or arrangements to purchase, directly or indirectly, the
Birse Shares other than pursuant to the Offer. Any information about such
purchases will be publicly announced as required by law or regulation in the
United Kingdom and the United States.
Terms used in this announcement shall have the meaning given to them in the
Offer Document.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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