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Elder Pharmaceuticals Ltd

7 April 2009

 

For immediate release

Elder Pharmaceuticals Limited

Statement re: NeutraHealth plc

Further to its announcement on 26 March 2009, Elder Pharmaceuticals Limited ('Elder') confirms that it is still considering its options with regard to its investment in NeutraHealth plc ('NeutraHealth'), which may or may not involve an offer for NeutraHealth. 

For the avoidance of doubt, if any offer for NeutraHealth is made, it will be made by Elder International FZCO, a wholly owned subsidiary of Elder Pharmaceuticals Limited.  In addition, any offer, if made, will be solely in cash.

Enquiries:

Jagdish Saxena (Managing Director)

Elder Pharmaceuticals Limited

00 91 22 2673 0058

 

David McCorquodale

KPMG Corporate Finance

020 7311 1000

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 Elder as financial adviser in relation to the matters set out in this announcement and is not acting for any other person in relation to these matters. KPMG Corporate Finance will not be responsible to anyone other than Elder for providing the protections afforded to its clients or for providing advice in relation to the contents of this announcement.

 

Dealing Disclosure Requirements:

Under the provisions of Rule 8.3 of the Takeover Code (the 'Code'), if any person is, or becomes, 'interested' (directly or indirectly) in one per cent. or more of any class of 'relevant securities' of NeutraHealth, all 'dealings' in any 'relevant securities' of that company (including by means of an option in respect of, or a derivative referenced to, any such 'relevant securities') must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the 'offer period' otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an 'interest' in 'relevant securities' of NeutraHealth, they will be deemed to be a single person for the purpose of Rule 8.3.

Under the provisions of Rule 8.1 of the Code, all 'dealings' in 'relevant securities' of NeutraHealth by Elder or NeutraHealth, or by any of their respective 'associates', must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction.

 

A disclosure table, giving details of the companies in whose 'relevant securities' 'dealings' should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk.

 'Interests in securities' arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an 'interest' by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities.

Terms in quotation marks are defined in the Code. If you are in any doubt as to whether or not you are required to disclose a 'dealing' under Rule 8, you should consult the Takeover Panel.

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