Immediate Release: 1 July 2009
Hartest Holdings Plc
Statement re Possible Offer
The board of Hartest Holdings Plc ("Hartest" or "Company") note the
announcement made by Elektron plc ("Elektron") today in relation to a possible
offer for the Company ("Possible Offer"). The Company awaits with interest
further information from Elektron regarding the likelihood of the Possible
Offer, the identity of the third party referred to in the announcement and the
terms upon which Elektron would be prepared to make the Proposed Offer. At
present no offer has been received from Elektron and there is no certainty that
an offer will be made.
In accordance with Rule 2.10 of The City Code on Takeovers and Mergers Hartest
Holdings Plc confirms that it has 8,605,288 ordinary shares of 10 pence each in
issue. The International Securities Identification Number (ISIN) for these
securities is GB00B1Z5GW09.
A further announcement will be made in due course.
Further Information:
Geoff Spink Hartest Holdings Plc 01252 749 530
William Vandyk Astaire Securities 020 7448 4400
Vikki Krause Hansard Group 020 7245 1100
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 1% or more of
any class of "relevant securities" of Hartest, all "dealings" in any "relevant
securities" of Hartest (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acceptances, lapses or is otherwise withdrawn or on which the "offer period"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 Hartest, 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 Hartest by Elektron, or by any of their "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, which can also be found on the Panel's website. 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 Panel.