Carlsberg A/S - Rule 8.1 Scottish & Newcastle
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RNS Number:1231S
Carlsberg A/S
10 April 2008
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS IN THAT JURISDICTION
SUNRISE ACQUISITIONS LIMITED PURCHASES ONE S&N SHARE
In accordance with Rule 8.1(a) of the City Code, Sunrise Acquisitions Limited (a
company jointly owned by Carlsberg A/S and Heineken N.V.) announces that as
envisaged by the scheme document dated 22 February 2008 (the "Scheme Document"),
it has today acquired one S&N Share (representing less than 0.001 per cent. of
the issued share capital of Scottish & Newcastle plc ("S&N")). The purchase
price for the relevant S&N Share was 100 pence in cash. This purchase was made
for technical purposes only and represents Sunrise Acquisitions Limited's sole
interest in S&N.
The Panel has confirmed that there are no City Code consequences as a result of
the purchase.
Terms used in this announcement have the same meanings as set out in the Scheme
Document.
Enquiries:
Carlsberg
Jens Peter Skaarup (Danish Media) Tel: +45 3327 1417
Mikael Bo Larsen Tel: +45 3327 1223
Heineken
Veronique Schyns (Dutch Media) Tel: +31 620 300 139
Jan van de Merbel Tel: +31 651 400 621
Finsbury (public relations advisers to the Consortium) Tel: +44 20 7251 3801
Mike Smith
Guy Lamming
Credit Suisse, which is authorised and regulated in the United Kingdom by the
Financial Services Authority, is acting exclusively for Heineken and BidCo and
no-one else in connection with the Offer and will not be responsible to anyone
other than Heineken or BidCo for providing the protections afforded to clients
of Credit Suisse or for providing advice in relation to the Offer or to the
matters referred to herein.
Lehman Brothers, which is authorised and regulated in the UK by the Financial
Services Authority, is acting exclusively for Carlsberg and BidCo and no-one
else in connection with the Offer and will not be responsible to anyone other
than Carlsberg or BidCo for providing the protections afforded to clients of
Lehman Brothers or for providing advice in relation to the Offer or to the
matters referred to herein.
Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the City Code, if any person is, or becomes,
"interested" (directly or indirectly) in 1 per cent. or more of any class of
"relevant securities" of S&N, all "dealings" in any "relevant securities" of S&N
(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
p.m. (London time) on the Business Day following the date of the relevant
transaction. This requirement will continue until the date on which the Offer
becomes effective, 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 S&N, 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 City Code, all "dealings" in "relevant
securities" of S&N by Heineken, Carlsberg, BidCo or S&N, or by any of their
respective "associates", must be disclosed by no later than 12.00 noon (London
time) on the 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 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 City Code, which can also be found
on the Panel's website. If you are in any doubt as to the application of Rule 8
to you, please contact an independent financial adviser authorised under the
Financial Services and Markets Act 2000, or consult the Panel's website at
www.thetakeoverpanel.org.uk.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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