Announcement regarding Revised Offer
July 09 2009 - 4:21AM
UK Regulatory
TIDMSPNV
RNS Number : 3906V
Spazio Investment NV
09 July 2009
Press Announcement for Immediate Release
7 July 2009
Spazio Investment N.V.
("Spazio" or the "Company")
Announcement regarding Revised Offer
Following the Committee's announcement of 6 July 2009 noting that TEI has
revised its Offer (the "Revised Offer") by increasing the Offer Price from EUR4.50
to EUR5.125 per Spazio Ordinary Share (the "Revised Offer Price"), the Committee
sets out below updated information for Shareholders on those matters contained
in the Offer Response of 3 July 2009 ("3 July Offer Response") that are impacted
by the Revised Offer Price.
This announcement should be read in conjunction with the 3 July Offer Response.
Terms defined in this announcement, save where the context requires otherwise,
shall have the same meaning as in the 3 July Offer Response.
Updated information
The Revised Offer Price values the existing issued ordinary share capital of
Spazio (including the Spazio Ordinary Shares held by Laxey but excluding the
existing treasury shares held by the Company) at approximately EUR117.6m.
The Committee continues to believe that the Revised Offer Price significantly
undervalues Spazio's Ordinary Shares with the Revised Offer Price of EUR5.125
representing a discount of:
* 62.3 per cent. to the Adjusted NAV of EUR13.60 as at 31 December 2008; and
* 65.4 per cent. to the Pro Forma Adjusted NAV of EUR14.81 as at 31 December 2008.
The Pro Forma Adjusted NAV of EUR14.81 is approximately 2.9x the Revised Offer
Price.
The Revised Offer Price represents a premium of 28.9 per cent. to the Closing
Price of EUR3.975 per Spazio Ordinary Share on 5 June 2009, the business day
before Spazio announced that it had received a firm intention to make an offer
from TEI.
An approximate 31 per cent. decline in the OMV of the entire Portfolio from 31
March 2009 would result in a Pro Forma Adjusted NAV as at 31 December 2008 of
EUR5.125.
For illustrative purposes only, a realisation of value per Ordinary Share
greater than EUR9.90 by 31 December 2011 would deliver an IRR in excess of 30 per
cent. from the purchase of an Ordinary Share at a cost of EUR5.125 on 30 June
2009.
Recommendation of the Committee
For the reasons set out in the 3 July Offer Response and as updated above, the
Committee continues to believe that the Offer significantly undervalues the
Company. The Committee, who have received advice from Deutsche Bank, therefore
recommends that Shareholders reject the Offer. In providing its advice (which is
provided solely for the benefit of the Committee and subject to the terms agreed
between the Committee and Deutsche Bank), Deutsche Bank has taken into account
the commercial assessments of the Directors.
Spazio is not subject to the City Code on Takeovers and Mergers.
In accordance with the Company's articles of association, the Company confirms
that is has 27,491,295 ordinary shares of EUR0.20 in issue and admitted to trading
on the London Stock Exchange under the ISIN code of NL0000686319.
+-----------------------------------------+------------------------------------+
| Enquiries | |
| | |
+-----------------------------------------+------------------------------------+
| Spazio Investment N.V | +44 (0) 7802 244 033 |
| John Duggan | |
+-----------------------------------------+------------------------------------+
| | |
+-----------------------------------------+------------------------------------+
| Deutsche Bank - Nominated Adviser and | +44 20 7545 8000 |
| Financial Adviser | |
+-----------------------------------------+------------------------------------+
| Ben Lawrence |
| Situl Jobanputra |
+------------------------------------------------------------------------------+
| | |
+-----------------------------------------+------------------------------------+
| Oriel Securities - Joint Broker | +44 20 7710 7600 |
| Richard Crawley | |
+-----------------------------------------+------------------------------------+
| | |
+-----------------------------------------+------------------------------------+
| Brunswick Group LLP | +44 20 7404 5959 |
| Justine McIlroy | |
+-----------------------------------------+------------------------------------+
Deutsche Bank AG is authorised under German Banking Law (competent authority:
BaFin - Federal Financial Supervisory Authority) and authorised and subject to
limited regulation by the Financial Services Authority. Details about the extent
of Deutsche Bank AG's authorisation and regulation by the Financial Services
Authority are available on request. Deutsche Bank AG is acting as Nominated
Adviser and Financial Adviser to Spazio and no-one else in connection with the
contents of this announcement and will not be responsible to anyone other than
Spazio for providing the protections afforded to the clients of Deutsche Bank AG
nor for providing advice in relation to any matter referred to herein.
Oriel Securities, which is authorised and regulated by the Financial Services
Authority in the United Kingdom, is acting as joint broker to Spazio and no one
else in connection with the contents of this announcement and will not be
responsible to anyone other than Spazio for providing the protections afforded
to clients of Oriel Securities or for providing advice in relation to any matter
referred to herein.
This information is provided by RNS
The company news service from the London Stock Exchange
END
OUPGIGDRCBGGGCC
Spazio (LSE:SPNV)
Historical Stock Chart
From May 2024 to Jun 2024
Spazio (LSE:SPNV)
Historical Stock Chart
From Jun 2023 to Jun 2024
