Falklands : FIH Improves Offer for Portsmouth Ferry Company
Submitted by Falkland Islands News Network (Juanita Brock) 19.11.2004 (Article Archived on 03.12.2004)
The Board of Falkland Islands Holdings PLC ('FIH') is pleased to announce an
improvement in the terms of its offer for the whole of the issued share capital
of The Portsmouth Harbour Ferry Company PLC ('PHFC') not already owned by FIH
('the Offer').
Press Release
Falkland Islands Holdings plc
Offer for
The Portsmouth Harbour Ferry Company PLC
For immediate release 19 November 2004
The Board of Falkland Islands Holdings PLC ('FIH') is pleased to announce an
improvement in the terms of its offer for the whole of the issued share capital
of The Portsmouth Harbour Ferry Company PLC ('PHFC') not already owned by FIH
('the Offer').
The original Offer consideration comprised 7 new FIH Shares for each PHFC Share
('the Share Offer') or a Part Cash Alternative of £25 in cash and £10 in Loan
Notes for each PHFC Share.
The FIH Board announces that a third option is now available, namely a Full Cash
Alternative of £35 in cash payable for each PHFC Share. The Offer of the Part
Cash Alternative, £25 in cash and £10 in Loan Notes still stands and may be
advantageous for the tax positions of certain PHFC Shareholders. The Share Offer
is unchanged. The current value of the Share Offer is £47.25 per PHFC Share,
based on the mid-market price of 675p per FIH Share at close of business on 18
November 2004.
The Offer is now final and will not be increased.
Those PHFC Shareholders who have already accepted either the Share Offer or the
Part Cash Alternative are able to change the form of their acceptance and opt
for the Full Cash Alternative by completing a new Form of Acceptance which will
be posted to them shortly.
The Takeover Code requires that an Offer remains open for at least 14 days
following any revision. Accordingly the FIH Board is pleased to announce that
the closing date of the Offer has been extended to 1pm 10 December 2004.
In order to increase its holding in PHFC, regardless of the outcome of the
Offer, FIH is seeking to acquire further PHFC Shares for either £35 in cash or
£25 in cash and £10 in Loan Notes. If its shareholding is increased to 30% or
more of PHFC's issued share capital, the Offer will become a mandatory Offer
under Rule 9 of the Takeover Code.
FIH has waived all the conditions of the Offer except for the acceptance
condition and (in relation to the Share Offer only) the Admission of the New FIH
Shares to trading on AIM.
As at 3pm today acceptances of the Offer have been received in respect of 37,471
PHFC Shares representing 16.29% of its issued share capital. Prior to the
commencement of the offer period FIH held 61,149 PHFC Shares representing 26.58%
of PHFC's issued share capital. The aggregate of acceptances received and PHFC
Shares held is 98,620 PHFC Shares, representing 42.87% of PHFC's issued share
capital.
On 9 November 2004 Falkland Gold and Minerals Ltd ('FGML'), announced that it
intends to implement a placing and an offer for subscription to raise up to £8m
and to apply for the admission of its shares to trading on AIM. FIH currently
has a 21.1% interest in FGML
Enquiries
Falkland Islands Holdings plc
David Hudd, Chairman Tel: 07771 893 267
Dawnay, Day Corporate Finance Ltd
David Floyd, Director Tel: 020 7509 4570
College Hill Associates Ltd
Ben Brewerton Tel: 020 7457 2020
The issue of this announcement has been approved by the board of FIH. The
Directors of FIH are the persons responsible for the information contained in
this announcement. To the best of their knowledge and belief (having taken all
reasonable care to ensure that 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. Each of the directors of FIH
accepts responsibility accordingly.
Dawnay, Day Corporate Finance Limited ('Dawnay Day') has confirmed that FIH has
sufficient cash resources and facilities to satisfy acceptance of the Full Cash
Alternative.
This announcement has been approved for the purposes of section 21 of the
Financial Services and Markets Act 2000 by Dawnay, Day Corporate Finance Limited
('Dawnay Day'). Dawnay Day, which is regulated by the Financial Services
Authority, is acting for FIH and no-one else and will not be responsible to
anyone other than FIH for providing the protections afforded to customers of
Dawnay Day.
This information is provided by RNS
The company news service from the London Stock Exchange
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