Landsbanki - Statement regarding Close Brothers Group plc
Landsbanki advises that the announcement (Number HUG1184266) today
was was an unauthorised release - the correct version is as below.
Landsbanki Islands hf. ("Landsbanki") notes the recent announcement
from Cenkos Securities plc regarding its intention not to make an
offer for Close Brothers Group Plc ("Close Brothers"). Landsbanki
will therefore not be acquiring the banking business of Close
Brothers in an arrangement with Cenkos as outlined in Landsbanki's
announcement dated January 14 2008.
For the purposes of Rule 2.8 of the City Code on Takeovers and
Mergers (the "City Code") Landsbanki therefore confirms that it has
no present intention of making an offer for Close Brothers Group plc.
Pursuant to Rule 2.8 of the City Code, Landsbanki reserves the right
to announce an offer or possible offer or make and participate in an
offer or possible offer for Close Brothers and/or take any other
action which would otherwise be restricted under Rule 2.8 of the City
Code within the next six months if there is a material change in
circumstances or in the event that:
(i) the agreement or recommendation of the board of Close
Brothers is given to an offer from Landsbanki or from a person with
whom Landsbanki is acting in concert or to a joint offer from
Landsbanki and a concert party;
(ii) a third party makes a firm offer for Close Brothers;
or
(iii) Close Brothers announces a whitewash proposal or a
reverse takeover.
For further information:
Landsbanki's CEOs Sigurjón Th. Árnason, tel. +354 410-4009 / +354 898
0177 and Halldór J. Kristjánsson, tel. +354 410 4015 / +354 820 6399.
Media Relations - Andrew Walton, Financial Dynamics, tel: +44 20 7269
7204 / mob: +44 7711 264 157.
About Landsbanki
Landsbanki is a growing European bank with total assets of ISK 2,847
billion (EUR 32.4 bn) at 30 September 2007 and a market
capitalisation of ISK 335 billion (EUR 3.4 bn) as of 22 January 2008.
Through its extensive distribution network of 2,499 employees in 17
countries, Landsbanki is set to deliver targeted financial services
based on local expertise for mid-cap corporates in Europe. Landsbanki
provides retail and corporate banking, investment banking, capital
markets services, asset management and wealth management for private
banking clients. Landsbanki's unique product line includes access to
both debt and equity markets and its research department is among the
most comprehensive in Europe, including some 100 analysts covering
close to 950 European stocks.
The market leader in the Icelandic financial service sector,
Landsbanki's growth in recent years has been primarily organic, based
upon smaller, strategically acquired platforms in the UK, Ireland and
Continental Europe. Most recently, the bank acquired the securities
broker and investment bank Bridgewell in the UK.
Headquartered in Reykjavik, Iceland, Landsbanki Islands hf. is traded
on the OMX Nordic Exchange Iceland under the ticker LAIS. Landsbanki
is rated by Moody's (Aa3 / P-1 / C / Stable) and Fitch (A / F1 / B/C
/ Stable).
HSBC Bank plc, which is regulated in the United Kingdom by the
Financial Services Authority, is acting for Cenkos and Landsbanki and
no one else in relation to matters described in this announcement and
will not be responsible to anyone other than Cenkos and Landsbanki
for providing the protections afforded to customers of HSBC Bank plc
or for providing advice on matters described in this announcement.
Under the provisions of Rule 8.3 of the City Code on Takeovers and
Mergers (the "Code"), if any person is, or becomes, "interested"
(directly or indirectly) in 1% or more of any class of "relevant
securities" of Close Brothers, all "dealings" in any "relevant
securities" of that company (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 pm
(London time) on the London business day following the date of the
relevant transaction. This requirement will continue until the date
on which the offer becomes, or is declared, unconditional as to
acceptances, lapses or is otherwise withdrawn or on which the "offer
period" otherwise ends. 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 Close Brothers,
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 Close Brothers by Close Brothers, or by any
of its "associates", must be disclosed by no later than 12.00 noon
(London time) on the London 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 Takeover Panel's
website at 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 Takeover Panel's website. If you are in any doubt as to
whether or not you are required to disclose a "dealing" under Rule 8,
you should consult the Takeover Panel.
The distribution of this announcement in jurisdictions other than the
United Kingdom may be restricted by law and therefore persons into
whose possession this announcement comes should inform themselves
about, and observe, such restrictions. Any failure to comply with the
restrictions may constitute a violation of the securities laws of any
such jurisdiction. This announcement does not constitute an offer or
an invitation to purchase or subscribe for any securities or a
solicitation of an offer to buy any securities pursuant to this
announcement or otherwise in any jurisdiction.
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