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Special Tender Offer

Special Tender Offer.

articleCls Holdings PlcDecember 1, 20085/company/cls-holdings-plc-1/news/special-tender-offer
Special Tender Offer

About this update from Cls Holdings Plc

[{"type":"text","content":"\n \nImmediate Release: Monday 1 December 2008\n\n NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION INTO THE UNITED STATES, CANADA, \n AUSTRALIA, SOUTH AFRICA AND JAPAN \n\n CLS Holdings plc \n\n ('CLS' or 'the Company') \n\n Proposed purchase of 2 in every 9 ordinary shares of 25p each \n\n in the Company (\"Ordinary Shares\") at 350 pence per Ordinary Share \n\n by way of a tender offer (the \"Tender Offer\") and \n\n Notice of General Meeting \n\nOn 27 November 2008, the board of CLS announced that the Company intended to\noffer to purchase 2 in every 9 Ordinary Shares by way of a special tender offer\nshare buy-back at 350p per Ordinary Share, as a means of returning some of the\nCompany's free cash to shareholders. The Company will retain over £130 million\nin cash following this special tender offer.\n\nCLS is posting a circular (the \"Circular\") to shareholders today in relation to\nthe Tender Offer on the terms set out above. If the maximum number of\n13,721,215 Ordinary Shares under the Tender Offer is acquired, this will result\nin an amount of £48,024,253 being paid by the Company to participating\nshareholders.\n\nThe Tender Offer is open to all shareholders on the Company's register at 5.00\np.m. on 17 December 2008, who may participate by tendering all or a proportion\nof their holdings of their holdings of Ordinary Shares at the above price. No\nOrdinary Shares will be purchased in relation to the Tender Offer unless the\nresolution to be proposed at the general meeting of the Company to be held on\n18 December 2008 (the \"General Meeting\") is passed. The Tender Offer will be\nvoid if less than 0.1 per cent. of the issued ordinary share capital of the\nCompany (excluding treasury shares) in aggregate is tendered. The Ordinary\nShares purchased by the Company under the Tender Offer will be cancelled.\n\nAcceptances of the Tender Offer, which may only be made on the tender form\naccompanying the Circular to shareholders, should be returned as soon as\npossible and, in any event, so as to be received by 5.00 p.m. on 17 December\n2008, the latest time and date for receipt of the tender forms. Forms of proxy\nfor the General Meeting must be completed and returned so as to reach the\nCompany's registrars by not later than 11.00 a.m. on Tuesday 16 December 2008.\n\nThe Circular, tender form and proxy card will be submitt...

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