Print   



ADL plc 

Delisting announcement

ADL plc ("ADL" or "the Company"), the provider of personal care to the residents of care homes it owns or operates in the UK, announced on 26 October 2009 that the resolution to delist the entire issued share capital of ADL from AIM was duly passed at the Company's AGM.  Cancellation of trading of ADL shares is expected to take effect at 7.00 a.m. on 11 November 2009.

As previously announced, ADL has appointed its nominated adviser WH Ireland Limited, to advise on appropriate ways the Company may consider to enable the minority shareholders to realise their investments.  Discussions are at a very early stage and there can be no certainty that an offer will be forthcoming.  At this time there is no update to provide to shareholders.  

ADL has committed to continue to prepare half-yearly reports and will post all shareholders a copy of the half-yearly report to 30 September 2009 in early 2010. In this report an update of the progress made regarding a route to enable the minority shareholders to realise their investments will be given. Shareholders will be notified should any material decision be made prior to the posting of the half-yearly report.

In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, the Company confirms that it has 9,885,694 Ordinary Shares of 5 pence each in issue and until cancellation is admitted to trading on the London Stock Exchange under UK ISIN code GB0005739999.

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 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until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends.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 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 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.

ENQUIRIES

Contacts:
ADL plc	www.adlcare.co.uk
Jeremy Davies, Managing Director	+44 (0) 7860 717 458
WH Ireland Limited	www.wh-ireland.co.uk
John Wakefield / Marc Davies	+44 (0) 117 945 3470

ENDMSCUNOSRKKRARAA