Guinness Peat Group PLC
05 February 2008
Not for release, publication or distribution, in whole or in part, in, into or
from the US, Canada or Australia or any jurisdiction where to do so would
constitute a violation of the laws of such jurisdiction.
05 February 2008
Increased Cash Offer
by
Strand Partners Limited
on behalf of
GPG Acquisitions No. 5 Limited
(a wholly owned subsidiary of Guinness Peat Group plc)
for
the entire issued and to be issued ordinary share capital of
NEWBURY RACECOURSE PLC
Further re: Lapsing of the Increased Offer
GPG announced earlier today that its Increased Offer for Newbury Racecourse had
lapsed. As Newbury Shareholders will be aware from the various GPG documents,
the motivation behind the Original Offer was to protect GPG's investment, given
the Newbury Board's intention of entering into the proposed joint venture with
David Wilson Homes Limited ("DWH") for a 10 year property redevelopment. As a
direct result of GPG's offer Shareholders have been provided with a substantial
amount of information which the Newbury Board would otherwise not have made
public. The level of acceptances for the Increased Offer, together with the
Newbury shares held by GPG, indicate that at least 35% of the Company has severe
doubts in respect of the DWH contract, significantly more than the approximately
22% of the Shares represented by the Newbury Board.
Given this, GPG has served a requisition on the Company requesting that the
Newbury Board call a meeting of Shareholders (i) in line with best practice
corporate governance for such a material transaction, to consider the proposed
DWH contract; and (ii) to consider resolutions proposed by GPG for the
reconfiguration of the Newbury Board so that Shareholder nominees occupy four of
nine board seats. Newbury has obtained a written commitment from DWH which would
enable the Company, at any time up to July 2008, to enter into a contract for
the residential redevelopment. Nonetheless, GPG believes that little purpose is
served by the Newbury Board delaying such a meeting and calls upon it to convene
an Extraordinary General Meeting forthwith.
Commenting on the Increased Offer Blake Nixon, Chairman of GPG Acquisitions,
said "We are pleased with the scrutiny that has been applied to the DWH contract
and the level of support which has come about as a result of our offer. The DWH
saga, together with the support we have garnered, raise serious issues regarding
the Newbury Board's mandate as custodian of the Company's assets. We look
forward to the owners of the business making their decision at the Extraordinary
General Meeting on the appropriate way forward for Newbury Racecourse".
Enquiries:
GPG Acquisitions No. 5 Limited Tel: (020) 7484 3370
Blake Nixon, Director
Strand Partners Limited Tel: (020) 7409 3494
Simon Raggett
Citigate Dewe Rogerson Tel: (020) 7638 9571
Kevin Smith
Strand Partners Limited, which is authorised and regulated in the United Kingdom
by the Financial Services Authority, is acting exclusively for GPG Acquisitions
and no one else in connection with the Increased Offer and will not be
responsible to anyone other than GPG Acquisitions for providing the protections
afforded to customers of Strand Partners, or for providing advice in relation to
the Increased Offer or in relation to the contents of this announcement or any
transaction or arrangement referred to herein.
This announcement does not constitute, or form part of, an offer to sell or
purchase or an invitation to purchase or subscribe for any securities or the
solicitation of an offer to sell, purchase or subscribe for any securities,
pursuant to the Increased Offer or otherwise.
This information is provided by RNS
The company news service from the London Stock Exchange