Response to Increased Offer
(Thomson Reuters ONE) - EcoSecurities Group plc23 September 2009EcoSecurities Group plc ("EcoSecurities")EcoSecurities response to increased cash offer from CarbonAcquisition CompanyThe Board of EcoSecurities notes the announcement today by CarbonAcquisition Company Ltd ("Carbon Acquisition Company") of itsincreased cash offer for EcoSecurities of 105 pence per EcoSecuritiesshare (the "Revised Offer").The Board of EcoSecurities recommends that shareholders accept theRevised Offer for the same reasons set out in the announcement of 14September 2009 and in the offer document sent to EcoSecuritiesshareholders by Carbon Acquisition Company on 15 September 2009.ENQUIRIES:RBS Hoare Govett +44 (0) 20 7678 8000Justin JonesHugo FisherCitigate Dewe Rogerson +44 (0) 20 7638 9571Kevin SmithFurther informationThe directors of EcoSecurities accept responsibility for theinformation contained in this announcement. To the best of theknowledge and belief of the directors of EcoSecurities (who havetaken all reasonable care to ensure that such is the case), theinformation contained in this announcement for which they acceptresponsibility is in accordance with the facts and does not omitanything likely to affect the import of such information.RBS Hoare Govett Limited which is authorised and regulated in theUnited Kingdom by the Financial Services Authority is actingexclusively for EcoSecurities and for no-one else in connection withthe Revised Offer and will not be responsible to anyone other thanEcoSecurities for providing the protections afforded to clients ofRBS Hoare Govett Limited or for providing advice in relation to theRevised Offer or any other matters referred to in this announcement.Dealing disclosure requirementsUnder the provisions of Rule 8.3 of the Irish Takeover Rules, if anyperson is, or becomes, "interested" (directly or indirectly) in, oneper cent or more of any class of "relevant securities" ofEcoSecurities, all "dealings" in any "relevant securities" ofEcoSecurities (including by means of an option in respect of, or aderivative referenced to, any such "relevant securities") must bepublicly disclosed by not later than 3.30pm (Dublin time) on thebusiness day following the date of the relevant transaction. Thisrequirement will continue until the date on which the Revised Offerbecomes, or is declared, unconditional as to acceptances or lapses oris otherwise withdrawn or on which the "offer period" otherwiseends. If two or more persons co-operate on the basis of anyagreement, either express or tacit, either oral or written, toacquire an "interest" in "relevant securities" of EcoSecurities, theywill be deemed to be a single person for the purpose of Rule 8.3 ofthe Irish Takeover Rules.Under the provisions of Rule 8.1 of the Irish Takeover Rules, all"dealings" in "relevant securities" of EcoSecurities by CarbonAcquisition Company or EcoSecurities, or by any of their respective"associates" must also be disclosed by no later than 12 noon (Dublintime) on the business day following the date of the relevanttransaction.A disclosure table, giving details of the companies in whose"relevant securities" "dealings" should be disclosed can be found onthe Irish Takeover Panel's website at www.irishtakeoverpanel.ie."Interests in securities" arise, in summary, when a person has longeconomic exposure, whether conditional or absolute, to changes in theprice of securities. In particular, a person will be treated ashaving an "interest" by virtue of the ownership or control ofsecurities, or by virtue of any option in respect of, or derivativereferenced to, securities.Terms in quotation marks are defined in the Irish Takeover Rules,which can also be found on the Irish Takeover Panel's website. If youare in any doubt as to whether or not you are required to disclose adealing under Rule 8, please consult the Irish Takeover Panel'swebsite at www.irishtakeoverpanel.ie or contact the Irish TakeoverPanel on telephone number +353 (0)1 678 9020; fax number +353 (0)1678 9289.A copy of the documents listed as available for inspection inEcoSecurities' response circular to the offer of 77 pence perordinary share made by Guanabara dated 4 August 2009 (the "OriginalOffer") and a copy of all announcements made by EcoSecurities since 5June 2009 in relation to the Original Offer, and the increased offerof 90 pence made by Guanabara on 4 September 2009, will be availablefor inspection at the offices of Matheson Ormsby Prentice, 70 SirJohn Rogerson's Quay, Dublin 2 during normal business hours on anyweekday (Saturday, Sunday and public holidays excepted) whilst theRevised Offer remains open for acceptance.A copy of the documents listed as available for inspection in CarbonAcquisition Company's recommended cash offer document dated 15September 2009 setting out the terms of the offer of 100 pence perordinary share made by Carbon Acquisition Company (the "RecommendedOffer") and a copy of all announcements made by EcoSecurities inrelation to the Recommended Offer and the Revised Offer, includingthis announcement, will be available for inspection at the offices ofMatheson Ormsby Prentice, 70 Sir John Rogerson's Quay, Dublin 2during normal business hours on any weekday (Saturday, Sunday andpublic holidays excepted) whilst the Recommended Offer remains openfor acceptance.END---END OF MESSAGE---This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement.
Datum: 23.09.2009 - 10:44 Uhr
Sprache: Deutsch
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