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Lavendon Group plc
("Lavendon" or the "Company")
15 December 2016
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART DIRECTLY OR INDIRECTLY, IN ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
Publication of Response Circular
On 22 November 2016, TVH, through its wholly-owned subsidiary, Libra Bidco, announced an unrecommended final cash offer to acquire the entire issued and to be issued share capital of Lavendon at a price of
On 30 November 2016, TVH and Libra Bidco announced that a copy of the TVH offer document, containing the full terms of, and conditions to, the Offer together with the related form of acceptance was being posted that day to the Lavendon Shareholders.
The Board of Lavendon announces the publication of a circular setting out the views of the Board in relation to the Offer (the "Response Circular").
This announcement is made pursuant to the requirements of Rule 25.1(a) of the City Code on Takeovers and Mergers and a copy has been posted to Lavendon shareholders.
Copies of the following documents will also be available via the link on Lavendon's website at: www.lavendongroup.com until the end of the Offer Period.
Disclosure requirements of the Code:
Under Rule 8.3(a) of the Takeover Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any securities exchange 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 securities exchange 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 securities exchange 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 (
Under Rule 8.3(b) of the Takeover 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 securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange 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 securities exchange offeror(s), 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 (
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 securities exchange 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. You should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.
Publication on Website
In accordance with Rule 26.1 of the Code, a copy of this announcement will be published on the Lavendon website (www.lavendongroup.com) by no later than 12 noon on 16 December 2016.
The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.
The person responsible for arranging for the release of this announcement on behalf of Lavendon is John Standen, the Chairman of the Board of Directors of Lavendon.
For further information, please contact:
T: +44 (0)203 727 1000
Notes to Editors
Lavendon is the European and
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The Group has operations in the
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