Print   



Press Release

6 November 2009

Gladstone plc

("Gladstone" or "the Company")

Possible offer for Gladstone

The Company announces that it has received approaches from third parties regarding a possible offer for the Company. One of these approaches is further advanced and has led to an indicative offer at a price of 33 pence in cash per share.  The potential offeror has not agreed to, nor approved, the disclosure of this price.

The board wishes to emphasise that discussions with these third parties are at an early stage and therefore there is no certainty that either an offer will ultimately be made to shareholders or as to the terms on which any such offer may be made.  

Further announcements will be made in due course as appropriate.

Pursuant to Rule 2.10 of the City Code on Takeovers and Mergers, Gladstone would like to confirm that, as at the close of business on 5 November 2009, the issued share capital consisted of 52,824,283 ordinary shares of 1p each, of which 4,525,000 shares are held in treasury. Accordingly, the number of shares carrying voting rights is 48,299,283. The ISIN reference number for these securities is GB0034268630.

Copies of Gladstone's recent announcements are available from the Company's website at www.gladstoneplc.com.

- ENDS -

For further information:

Gladstone plc
Dr. Said Ziai, Chairman and CEO	Tel: +44 (0) 1491 201 010
Nick Montgomery, Head of Group Finance	www.gladstoneplc.com
Financial Adviser:
Deloitte Corporate Finance
Jonathan Hinton/Léonie Grimes	Tel: +44 (0) 20 7936 3000
Nominated Adviser:
Grant Thornton UK LLP
Gerry Beaney/ David Hignell	Tel: +44 (0) 20 7728 2589

Dealing Disclosure Requirements

Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the 'Code'), if any person is, or becomes, 'interested' (directly or indirectly) in 1% or more of any class of 'relevant securities' of the Company, all 'dealings' in any 'relevant securities' of the 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 3.30pm (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until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the 'offer period' otherwise ends.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 the Company, 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 the Company by the Company or by any of its 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 price or 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 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.

If you are in any doubt as to the application of Rule 8 to you, please contact an independent financial advisor authorised under the Financial Services and Markets Act 2000, consult the Panel's website at www.thetakeoverpanel.org.uk or contact the Panel on telephone number +44 20 7638 0129; fax +44 20 7236 7013.

The Directors of the Company accept responsibility for the information contained in this announcement. To the best of knowledge and belief of the Directors, who have taken all reasonable care to ensure such is the case, the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.

Deloitte Corporate Finance is acting for the Company and for no-one else in connection with the possible offer for the Company and will not regard any other person as its client nor be responsible to anyone other than the Company for providing the protections afforded to clients of Deloitte Corporate Finance nor for providing advice in relation to the possible offer or any matter referred to herein. Deloitte Corporate Finance is a division of Deloitte LLP, which is authorised and regulated by the Financial Services Authority in respect of regulated activities.

ENDOFDUNSKRKNRARRA