| Mon 26 Apr 2010, 7:30 | | INL/INP - Investec - Rule 8.4 of the UK City Code on Takeovers and Merge |
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INL INP
INL INP
INL/INP - Investec - Rule 8.4 of the UK City Code on Takeovers and Merge
Investec Limited
Incorporated in the Republic of South Africa
Registration number 1925/002833/06
JSE share code: INL
ISIN: ZAE000081949
Investec plc
Incorporated in England and Wales
Registration number 3633621
JSE share code: INP
ISIN: GB00B17BBQ50
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 OF SUCH JURISDICTION
Disclosure in accordance with Rule 8.4 of the UK City Code on Takeovers and
Mergers (the "City Code")
As part of the dual listed company ("DLC") structure, disclosures made pursuant
to requirements applicable to the London Stock Exchange or the JSE Limited are
released on both exchanges.
We therefore advise of the following in accordance with Rule 8.4 of the City
Code:
As part of the dual listed company structure, disclosures made pursuant to
requirements applicable to the London Stock Exchange or the JSE Limited are
released on both exchanges.
Pursuant to Rule 8.4 of the City Code, Investec plc notes the announcement made
today by BlackRock Investment Management (UK) Limited ("BlackRock") pursuant to
Rule 8.3 of the City Code, that following sales of Rensburg Sheppards Shares,
BlackRock now holds 463,302 Rensburg Sheppards Shares.
As referred to in the Rule 2.5 announcement dated 30 March 2010 in relation to
the recommended share offer for Rensburg Sheppards plc by Investec plc (the
"Rule 2.5 Announcement"), Investec has obtained a letter of intent from
BlackRock to vote in favour of the Scheme and the resolutions to be passed at
the Court Meeting and to vote in favour of the General Meeting Resolution in
respect of 1,294,833 Rensburg Sheppards Shares.
As a result of the sales of Rensburg Sheppards Shares, BlackRock will no longer
be able to comply with the terms of the letter of intent in respect of the
shares that it has sold and intends to vote in favour of the Scheme and the
resolutions to be passed at the Court Meeting and to vote in favour of the
General Meeting Resolution in respect of its residual holding of Rensburg
Shares, representing approximately 1.06 per cent. of the existing issued share
capital of Rensburg Sheppards.
Accordingly, Investec confirms that it currently holds letters of intent to vote
in favour of the scheme of arrangement and the resolutions to be passed at the
Rensburg Sheppards shareholder meetings in respect of an aggregate of 3,819,170
Rensburg Sheppards Shares representing approximately 8.8 per cent. of the
existing issued share capital of Rensburg Sheppards.
Terms not defined in this announcement will bear the same meanings as set out in
the Rule 2.5 Announcement.
For further information, please contact:
Mr. David Miller
Investec plc
Company Secretary
+ 44 (0)207 597 4000
Date: 23 April 2010
Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Code, if any person is, or will, as a
result of any transaction, become, "interested" (directly or indirectly) in 1
per cent. or more of any class of "relevant securities" of Investec or of
Rensburg Sheppards (as applicable), all "dealings" in any "relevant securities"
of Investec or Rensburg Sheppards (as applicable) (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 Effective Date or on the date the Scheme is
otherwise withdrawn. 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 Investec or of Rensburg Sheppards, 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 Investec or of Rensburg Sheppards by Investec or Rensburg
Sheppards, 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
http://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, please contact an independent financial
adviser authorised under the Financial Services and Markets Act 2000, consult
the Panel`s website at http://www.thetakeoverpanel.org.ukor contact the Panel on
telephone number +44 (0) 20 7638 0129 or fax +44 (0) 20 7236 7013.
26 April 2010
Sponsor: Investec Bank Limited
Date: 26/04/2010 07:30:01 Produced by the JSE SENS Department.
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