| Wed 15 Dec 2010, 11:30 | | CSO - Capital Shopping Centres Group Plc - Response to latest letter from Simon |
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CSO
CSO
CSO - Capital Shopping Centres Group Plc - Response to latest letter from Simon
Property Group
CAPITAL SHOPPING CENTRES GROUP PLC
(Registration number UK3685527)
ISIN Code: GB0006834344
JSE Code: CSO
CAPITAL SHOPPING CENTRES GROUP PLC
Response to latest letter from Simon Property Group
Capital Shopping Centres Group PLC ("CSC" or the "Company") notes the latest
letter to the Board of CSC by Simon Property Group, Inc. ("SPG") released this
morning containing an indicative proposal which CSC notes is subject to SPG
Board approval and financing. The letter also states that SPG "reserve the
right to terminate our interest in CSC immediately at any stage and without
reason".
The Board of CSC is meeting today to consider its response to the latest letter
and a further announcement will be made following that meeting.
Shareholders should be aware that there is no certainty that an offer will be
made nor as to the terms upon which any such offer may be made.
Contacts:
Capital Shopping Centres Group PLC: +44 (0)20 7887 4220
David Fischel Chief Executive
Matthew Roberts Finance Director
Kate Bowyer Investor Relations
BofA Merrill Lynch: +44 (0)20 7628 1000
Simon Mackenzie-Smith
Simon Fraser
UBS Investment Bank: +44 (0)20 7567 8000
Hew Glyn Davies
Jonathan Bewes
Hudson Sandler (UK Public Relations): +44 (0)20 7796 4133
Michael Sandler
Wendy Baker
College Hill Associates
(SA Public Relations): +27 (0)11 447 3030
Nicholas Williams
Merrill Lynch International, which is authorised and regulated in the United
Kingdom by the FSA, is acting exclusively for CSC and no one else in relation to
the matters referred to in this announcement and will not be responsible to
anyone other than CSC for providing the protections afforded to its clients or
for providing advice in relation to the contents of this announcement.
UBS Limited is acting exclusively for CSC and no one else in relation to the
matters referred to in this announcement and will not be responsible to anyone
other than CSC for providing the protections afforded to its clients or for
providing advice in relation to the contents of this announcement.
Disclosure requirements of the Takeover Code (the "Code")
Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any
class of relevant securities of the Company or of any paper offeror (being any
offeror other than an offeror in respect of which it has been announced that its
offer is, or is likely to be, solely in cash) must make an Opening Position
Disclosure following the commencement of the offer period and, if later,
following the announcement in which any paper offeror is first identified. An
Opening Position Disclosure must contain details of the person`s interests and
short positions in, and rights to subscribe for, any relevant securities of each
of (i) the Company and (ii) any paper offeror(s). An Opening Position Disclosure
by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm
(London time) on the 10th business day following the commencement of the offer
period and, if appropriate, by no later than 3.30 pm (London time) on the 10th
business day following the announcement in which any paper offeror is first
identified. Relevant persons who deal in the relevant securities of the Company
or of a paper offeror prior to the deadline for making an Opening Position
Disclosure must instead make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1%
or more of any class of relevant securities of the Company or of any paper
offeror must make a Dealing Disclosure if the person deals in any relevant
securities of the Company or of any paper offeror. A Dealing Disclosure must
contain details of the dealing concerned and of the person`s interests and short
positions in, and rights to subscribe for, any relevant securities of each of
(i) the Company and (ii) any paper offeror, save to the extent that these
details have previously been disclosed under Rule 8. A Dealing Disclosure by a
person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London
time) on the business day following the date of the relevant dealing.
If two or more persons act together pursuant to an agreement or understanding,
whether formal or informal, to acquire or control an interest in relevant
securities of the Company or a paper offeror, they will be deemed to be a single
person for the purpose of Rule 8.3.
Opening Position Disclosures must also be made by the Company and by any offeror
and Dealing Disclosures must also be made by the Company, by any offeror and by
any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).
Details of the Company and any offeror in respect of whose relevant securities
Opening Position Disclosures and Dealing Disclosures must be made can be found
in the Disclosure Table on the Takeover Panel`s website at
www.thetakeoverpanel.org.uk, including details of the number of relevant
securities in issue, when the offer period commenced and when any offeror was
first identified. If you are in any doubt as to whether you are required to make
an Opening Position Disclosure or a Dealing Disclosure, you should contact the
Panel`s Market Surveillance Unit on +44 (0)20 7638 0129.
General
A copy of this announcement will be available free of charge on the Company`s
website, www.capital-shopping-
centres.co.uk/investors/shareholderinfo/simon_approach/, later today.
Capitalised terms used in this announcement but not defined herein shall have
the meaning attributed to them in the announcement made at 7:00 a.m. on 25
November 2010 by the Company in connection with the Acquisition.
15 December 2010
Sponsor:
Merrill Lynch SA (Pty) Limited
Date: 15/12/2010 11:30:14 Produced by the JSE SENS Department.
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