Source - RNS
RNS Number : 7339K
Red24 PLC
26 September 2016
 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION. THIS IS AN ANNOUNCEMENT FALLING UNDER RULE 2.6 OF THE CITY CODE ON TAKEOVERS AND MERGERS (THE "CODE") AND DOES NOT CONSTITUTE AN ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER UNDER RULE 2.7 OF THE CODE. THERE CAN BE NO CERTAINTY THAT ANY FIRM OFFER WILL BE MADE.

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION

 

red24 plc ("red24" or the "Company")

Further extension to deadline in accordance with Rule 2.6(c)

On 26 August 2016, the Company announced that, in accordance with Rule 2.6(a) of the Code, iJET must, by not later than 5.00 p.m. on 26 September 2016, either announce a firm intention to make an offer for the Company in accordance with Rule 2.7 of the Code or announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. The Company also announced that it could approach the Panel for an extension to this deadline in due course in accordance with Rule 2.6(c) of the Code.

The Company remains in discussions with iJET, which is currently reviewing information which has been made available by the Company. Accordingly, at  the request of red24, the Panel has consented to an extension of the deadline by which iJET must either announce a firm intention to make an offer for the Company or announce that it does not intend to make an offer for the Company to 5.00 p.m. on 10 October 2016. This deadline will only be extended with the consent of the Panel, in accordance with Rule 2.6(c) of the Code.

The red24 Board emphasises that this announcement does not amount to an announcement of a firm intention to make an offer and, accordingly, there can be no certainty that an offer will be made, The red24 Board strongly advises red24 shareholders to take no action at this time.

Enquiries:

 

red24 plc
Tel: 0203 291 2424
Simon Richards, Chairman
Maldwyn Worsley-Tonks, Chief Executive Officer
 
 
finnCap
Tel: 0207 220 0500
Julian Blunt, James Thompson Corporate Finance
 
Alice Lane, Corporate Broking
 
 
Yellow Jersey PR Ltd
Tel: 07768 534641
Philip Ranger, Aidan Stanley
 

 

About red24

 

red24 is a crisis assistance company that provides a range of security and business support services, offering preventative and reactive advice to help organisations and individuals to avoid or manage security and business risks to themselves, their families and their businesses. Its products and services are distributed through leading international financial service companies.

Additional Information

 

A copy of this announcement will be made available (subject to certain restrictions relating to persons resident in restricted jurisdictions) at http://www.red24plc.com by no later than 12 noon (London time) on 27 September 2016, being the date following the date of this announcement.

The distribution of this announcement in jurisdictions other than the United Kingdom and the availability of any offer to shareholders of red24 who are not resident in the United Kingdom may be affected by the laws of relevant jurisdictions. Therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom or shareholders of red24 who are not resident in the United Kingdom will need to inform themselves about, and observe, any applicable requirements.

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 an offeree company or of any securities exchange 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 securities exchange 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 offeree company and (ii) any securities exchange 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 securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a securities exchange 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 offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange 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 offeree company and (ii) any securities exchange offeror(s), 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 an offeree company or a securities exchange 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 offeree company and by any offeror and Dealing Disclosures must also be made by the offeree 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 offeree and offeror companies 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. You should contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.

 


This information is provided by RNS
The company news service from the London Stock Exchange
 
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