MDW Mediwatch

TIDMMDW

RNS Number : 6104T

Laborie Medical Technologies Europe

21 November 2013

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO ANY RESTRICTED JURISDICTIONS OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

For immediate release

21 November 2013

Laborie Medical Technologies Europe Limited

Recommended Cash Offer for Mediwatch plc (to be implemented by way of a scheme of arrangement under Part 26 of the Companies Act 2006)

Laborie notes the announcement made earlier today by Mediwatch and announces that following the transfer of 625,000 Mediwatch Shares by Mark Emberton, Non-executive Director of Mediwatch to his wife, Mrs Leah Byrne, Mrs Leah Byrne has entered into an irrevocable undertaking in respect of those 625,000 Mediwatch Shares, representing approximately 0.44 per cent. of the existing issued ordinary share capital of Mediwatch.

The irrevocable undertaking includes undertakings: (i) to vote, or procure the vote, in favour (or to submit, or procure the submission of, Forms of Proxy voting in favour) of the Scheme at the Court Meeting and the Special Resolution at the General Meeting; and (ii) if Laborie exercises its right to structure the Acquisition as an Offer, to accept, or procure the acceptance of, such Offer. The irrevocable undertaking stipulates that it will remain binding, even in the event of a higher competing offer for Mediwatch, but cease to be binding if the Scheme or the Offer has not become Effective by 31 March 2014.

It remains that Laborie has received irrevocable undertakings to vote or procure the vote in favour of the Scheme in respect of, in aggregate, 59,008,355 Mediwatch Shares, representing approximately 41.89 per cent. of the existing issued ordinary share capital of Mediwatch.

Unless otherwise defined herein, terms in this announcement shall have the same meaning as those defined in the 2.7 announcement released by Laborie on 18 November 2013.

Enquiries:

Laborie +1 905 612 1170

Brian Ellacott, CEO

Investec (Financial adviser to Laborie) +44 (0) 20 7597 4000

Daniel Adams

Ben Williams

Mediwatch

Dr Philip Stimpson, Chief Executive Officer +44 (0) 1788 547 888

Mark Hughes, Chief Financial Officer

SP Angel Corporate Finance LLP

   (financial adviser, nominated adviser and broker to Mediwatch)             +44 (0) 20 3463 2260 

David Facey

Katy Birkin

Liz Yong

Investec Bank plc ("Investec") is authorised by the Prudential Regulation Authority and regulated in the United Kingdom by the FCA and the Prudential Regulation Authority. Investec is acting as financial adviser to Laborie and no one else in connection with the Acquisition and will not regard any other person as its client in relation to the matters in this announcement and will not be responsible to anyone other than Laborie for providing the protections afforded to clients of Investec or for providing advice in relation to the Acquisition or any other matters referred to herein.

SP Angel Corporate Finance LLP ("SP Angel"), which is authorised and regulated in the United Kingdom by the FCA, is acting as financial adviser to Mediwatch and no one else in connection with the Acquisition and will not regard any other person as its client in relation to the matters in this announcement and will not be responsible to anyone other than Mediwatch for providing the protections afforded to clients of SP Angel or for providing advice in relation to the Acquisition or any other matters referred to herein.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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