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THE TAKEOVER PANEL - DISCLOSURE TABLE
04 July 2012 - FINAL
The following are today's changes to the Disclosure Table:
ADDITIONS
OFFEREE: Boomerang Plus Plc
Offer period commenced: 07:00 04-Jul-2012
1p ordinary
ISIN: GB00B23VYZ68
NSI: 8,932,227
OFFEROR: Boom Pictures Limited
Offeror identified: 07:00 04-Jul-2012
Rule 2.6 deadline: N/A
Disclosure of dealings and positions in this offeror is not required
DELETIONS
OFFEREE: GoIndustry Dovebid Plc
Offer period commenced: 16:10 01-May-2012
ISIN: GB00B5V5DB07
NSI: 9,993,923
Convertible loan notes
GBP: 500,000
OFFEROR: Liquidity Services Limited (a wholly owned subsidiary of Liquidity
Services Inc)
Offeror identified: 16:10 01-May-2012
OTHER AMENDMENTS
OFFEREE: Allied Gold Mining Plc
Offer period commenced: 00:55 29-Jun-2012
10p ordinary
ISIN: GB00B44QDS07
NSI: 204,318,414
CDIs
ISIN: AU000000ALD4
OFFEROR: St Barbara Limited
Offeror identified: 00:55 29-Jun-2012
Common shares
ISIN: AU000000SBM8
NSI: 324,620,389
ADRs
ISIN: US8522781009
DISCLOSURE TABLE
OFFEREE: Aortech International Plc
Offer period commenced: 07:00 03-Jul-2012
250p ordinary
ISIN: GB0033360586
NSI: 4,832,778
OFFEROR: No named offeror
OFFEREE: Aurelian Oil & Gas Plc
Offer period commenced: 07:00 01-Feb-2012
5p ordinary
ISIN: GB00B15S8C31
NSI: 494,253,584
OFFEREE: Autologic Holdings Plc
Offer period commenced: 15:43 24-May-2012
0.1p ordinary
ISIN: GB0002192374
NSI: 62,238,953
OFFEROR: Stobart Group Limited
Offeror identified: 15:43 24-May-2012
OFFEREE: Bayfield Energy Holdings Plc
Offer period commenced: 09:00 02-Jul-2012
USD 0.10 ordinary
ISIN: GB00B3N3KL75
NSI: 216,479,442
OFFEREE: Cable & Wireless Worldwide Plc
Offer period commenced: 07:00 13-Feb-2012
ISIN: GB00B5WB0X89
NSI: 2,757,880,240
Convertible bonds due 2014
ISIN: XS0468712863
GBP: 230,000,000
OFFEROR: Vodafone Europe B.V. (an indirect wholly owned subsidiary of
Vodafone Group Plc)
Offeror identified: 07:00 13-Feb-2012
OFFEREE: Cobra Holdings Plc
Offer period commenced: 15:34 03-Apr-2012
25p ordinary
ISIN: GB00B1XN6X77
NSI: 36,374,276
OFFEROR: Alto Intermediary Group Limited
Offeror identified: 15:34 03-Apr-2012
OFFEREE: Cove Energy Plc
Offer period commenced: 07:00 05-Jan-2012
ISIN: GB0034353531
NSI: 490,995,300
OFFEROR: Shell Exploration and Production (XL) B.V (a wholly-owned
subsidiary of Royal Dutch Shell plc)
Offeror identified: 07:04 22-Feb-2012
OFFEROR: PTTEP Africa Investment Limited (a wholly owned subsidiary of PTT
Exploration and Production Public Company Limited)
Offeror identified: 14:52 24-Feb-2012
OFFEREE: DEO Petroleum Plc
Offer period commenced: 16:17 28-May-2012
ISIN: GB00B3PZFR25
NSI: 43,109,931
OFFEROR: Parkmead Group Plc (The)
Offeror identified: 16:17 28-May-2012
ISIN: GB0002532801
NSI: 675,419,147
OFFEREE: General Medical Clinics Plc
Offer period commenced: 17:55 28-Jun-2012
ISIN: GB00B1LD2D14
NSI: 16,636,190
OFFEROR: St Martins Healthcare Limited
Offeror identified: 17:55 28-Jun-2012
OFFEREE: Goals Soccer Centres Plc
Offer period commenced: 07:00 02-Apr-2012
0.25p ordinary
ISIN: GB00B0486M37
NSI: 48,618,520
OFFEROR: Ontario Teachers' Pension Plan
Offeror identified: 07:00 02-Apr-2012
Rule 2.6 deadline: 17:00 09-Jul-2012
OFFEROR: Patron Sports Holding Sarl
Offeror identified: 07:40 02-Jul-2012
Rule 2.6 deadline: 17:00 30-Jul-2012
OFFEREE: Hampson Industries Plc
Offer period commenced: 07:00 14-Feb-2012
ISIN: GB00B0P8RT68
NSI: 279,296,023
OFFEREE: Invista Real Estate Investment Management Holdings Plc
Offer period commenced: 18:29 23-May-2012
0.01p ordinary
ISIN: GB00B1CKTY16
NSI: 267,247,750
Preferred ordinary
NSI: 50,000
OFFEROR: Internos Real Investments Limited
Offeror identified: 18:29 23-May-2012
OFFEROR: Palmer Capital Investors (India) Limited
Offeror identified: 07:00 18-Jun-2012
OFFEREE: Islamic Bank of Britain Plc
Offer period commenced: 16:45 06-Jun-2012
ISIN: GB00B02KNV97
NSI: 3,546,470,000
OFFEROR: Qatar International Islamic Bank Q.S.C.
Offeror identified: 16:45 06-Jun-2012
Rule 2.6 deadline: 17:00 01-Aug-2012
OFFEREE: K3 Business Technology Group Plc
Offer period commenced: 07:01 01-Dec-2011
ISIN: GB00B00P6061
NSI: 28,375,864
OFFEREE: Kewill Plc
Offer period commenced: 07:00 02-May-2012
ISIN: GB0007383341
NSI: 90,971,176
OFFEROR: Kinetic Bidco Limited
Offeror identified: 07:00 02-May-2012
OFFEROR: Kestrel Bidco Limited
Offeror identified: 16:56 12-Jun-2012
OFFEREE: Logica Plc
Offer period commenced: 07:00 31-May-2012
ISIN: GB0005227086
NSI: 1,620,160,491
OFFEROR: CGI Group Holdings Europe Limited ( a wholly owned subsidiary of
CGI Group Inc.)
Offeror identified: 07:00 31-May-2012
OFFEREE: Morson Group Plc
Offer period commenced: 09:00 25-May-2012
ISIN: GB00B0R7WP21
NSI: 45,343,750
OFFEROR: MMGG Acquisition Plc
Offeror identified: 09:00 25-May-2012
OFFEREE: Nautical Petroleum Plc
Offer period commenced: 07:00 13-Jun-2012
20p ordinary
ISIN: GB00B3D2ND74
NSI: 87,755,179
OFFEROR: Capricorn Energy Limited (a wholly owned subsidiary of Cairn
Energy Plc)
Offeror identified: 07:00 13-Jun-2012
OFFEREE: O Twelve Estates Limited
Offer period commenced: 13:08 18-Jun-2012
ISIN: GB00B0XPT375
NSI: 480,200,008
OFFEROR: VIII Investment UK S.a.r.l (a company entirely owned by funds
managed and/or advised by Westbrook Patrners)
Offeror identified: 13:08 18-Jun-2012
OFFEREE: Proximagen Group Plc
ISIN: GB00B06FMX57
NSI: 63,119,601
OFFEROR: USL Pharma International UK Limited (a wholly owned subsidiary of
Upsher-Smith Laboratories Inc)
OFFEREE: Psion Plc
Offer period commenced: 13:25 15-Jun-2012
15p ordinary
ISIN: GB00B0D5VH57
NSI: 141,532,456
OFFEROR: Motorola Solutions Inc
Offeror identified: 13:25 15-Jun-2012
OFFEREE: Spectrum Interactive Limited
Offer period commenced: 07:00 02-Jul-2012
ISIN: GB00B07BZ552
NSI: 29,352,807
OFFEROR: Arqiva Broadcast Holdings Limited
Offeror identified: 07:00 02-Jul-2012
OFFEREE: STE (Clean Recycling and Energy) Plc
Offer period commenced: 18:18 10-Apr-2012
NSI: 31,823
100p convertible preference
NSI: 2,500,000
CAD 1,000 convertible debentures due 27 January 2014
NSI: 34,904
OFFEROR: Spara Acquisition One Corp
Offeror identified: 18:18 10-Apr-2012
Rule 2.6 deadline: 17:00 15-Aug-2012
Common stock
NSI: 17,000,000
OFFEREE: Travelzest Plc
Offer period commenced: 11:38 01-May-2012
2p ordinary
ISIN: GB0032849084
NSI: 145,136,110
Warrants
NSI: 5,144,068
OFFEROR: Jonathan Carroll Chief Executive Officer and Adrian Cobbold Chief
Financial Officer
Offeror identified: 11:38 01-May-2012
OFFEREE: Umeco Plc
Offer period commenced: 07:00 12-Apr-2012
ISIN: GB0009116079
NSI: 48,493,870
OFFEROR: Cytec UK Holdings Limited
Offeror identified: 07:00 12-Apr-2012
OFFEREE: WSP Group Plc
Offer period commenced: 21:09 07-Jun-2012
ISIN: GB0009323741
NSI: 63,840,194
OFFEROR: Genivar UK Limited (a wholly owned subsidiary of Genivar Inc.)
Offeror identified: 21:09 07-Jun-2012
OFFEREE: Xstrata Plc
Offer period commenced: 07:46 02-Feb-2012
USD 0.5 ordinary
ISIN: GB0031411001
NSI: 3,002,692,076
OFFEROR: Glencore International Plc
Offeror identified: 07:46 02-Feb-2012
USD 0.01 ordinary
ISIN: JE00B4T3BW64
NSI: 6,922,713,511
5% guaranteed convertible bonds due December 2014
ISIN: XS0475310396
USD: 2,300,000,000
Notes:
1.
Rule 8 of the Takeover Code (the "Code") sets out the circumstances in which Dealing Disclosures and/or Opening Position Disclosures are required to be made by the parties to an offer, persons acting in concert with them, persons with an interest in relevant securities of 1% or more and exempt principal traders ("EPTs") connected with the parties to an offer.
2.
Where an offeror is marked "Disclosure of dealings and positions in this offeror is not required", dealings and positions in relevant securities of that offeror are not required to be disclosed under Rule 8. This is either because it has been announced that the offer or possible offer is, or is likely to be, solely in cash or because disclosure is not required for some other reason.
3.
Dealings and positions required to be disclosed under Rule 8 of the Code include dealings and positions in derivatives referenced to, and options in respect of, relevant securities of an offeree company and, where appropriate, an offeror (see Note 2 above).
4.
The information set out in the Disclosure Table relating to the relevant securities in issue of an offeree company or of an offeror (and any amendments thereto) has been extracted from the relevant announcement made by such company under Rule 2.10 of the Code. Similarly, details of any deadline set under Rule 2.6 by which a potential offeror must announce either a firm intention to make a bid or that it does not intend to make an offer (or, in the case of Rule 2.6(a), by which the Panel must consent to an extension of the deadline) has been extracted from the relevant announcement made by the offeree company.
5.
Additions and deletions of offeree companies and offerors are reflected in the Disclosure Table throughout the day, following the relevant announcement. Other amendments may also be made throughout the day. In any event, details of the classes of relevant securities issued by an offeree or offeror company, the number of such securities in issue ("NSI") and the International Securities Identification Number ("ISIN") of such securities announced under Rule 2.10 of the Code before 5.00 p.m. each day will be included in the final version of the Disclosure Table by 5.30 p.m. that day. The final version of the Disclosure Table issued each day will be marked "Final" and persons required to make Dealing Disclosures and Opening Position Disclosures are advised to use that final version. Any changes to a potential offeror's Rule 2.6 deadline will also be reflected in the "Final" version of the Disclosure Table, although any such changes will not be shown in the "Amendments" section at the top of the Disclosure Table.
6.
Dealing Disclosures by the parties to an offer, persons acting in concert with them and connected EPTs must be made by no later than 12 noon on the business day following the date of the relevant dealing and Dealing Disclosures by persons with an interest in relevant securities of 1% or more must be made by 3.30 pm on the business day (as defined in the Code) following the date of the relevant dealing.
7.
Opening Position Disclosures by the parties to and offer and by connected EPTs must be made by no later than 12 noon on the 10th business day after the commencement of the offer period or the announcement that first identifies an offeror (as the case may be). Where required, Opening Position Disclosures by persons with interests in relevant secuties of 1% or more must be made by no later than 3.30 pm on the 10th business day after the commencement of the offer period or the announcement that first identifies an offeror (as the case may be). Details of the time and date at which an offer period commenced and at which an offeror was first identified are set out in the Disclosure Table. In order to calculate the deadline for Opening Position Disclosures, it is therefore necessary to count forward 10 business days from the relevant date.
8.
Opening Position Disclosures and Dealing Disclosures required under Rule 8 of the Code must be made to a Regulatory Information Service. A copy must also be sent to the Panel's Market Surveillance Unit by fax (+44 (0) 20 7236 7013) or by email (monitoring@disclosure.org.uk).
9.
The following are approved Regulatory Information Services:
Business Wire Regulatory Disclosure provided by Business Wire
+44 (0)20 7626 1982
Announce provided by Hugin ASA
+44 (0)870 730 0046
News Release Express provided by Marketwire
+44 (0)20 7220 4500
PR Newswire Disclose provided by PR Newswire
+44 (0)20 7454 5241
RNS provided by the London Stock Exchange
+44 (0)20 7797 4400
marCo - Market Communication Office provided by Tensid Ltd of Switzerland
+41 41 763 0050
DGAP IR.COCKPIT provided by EquityStory AG
+49 89 21 02 98 - 50
