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| Date/Time | Headline | Source |
|---|---|---|
| 1 |  2 |  3 |  4 |  5 |  6 |  7 |  8 | ||
| Fri 15:14 | HUG |
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Holding(s) in Company Standard Form TR-1 Voting rights attached to shares- Article 12(1) of directive 2004/109/EC Financial instruments - Article 11(3) of the Commission Directive 2007/14/EC
existing shares to which voting rights are attached : ECOSECURITIES GROUP PLC
box or boxes):
may result in the acquisition of shares already issued to which
voting rights are attached
obligation: CREDIT SUISSE GROUP AG
CREDIT SUISSE INTERNATIONAL
crossed or reached:
+-------------------------------------------------------------------------------------------+
|-------------------------------------------------------------------------------------------|
|Class/type of |Situation previous to|Resulting situation after the triggering transaction|
|the ISIN CODE) |---------------------+----------------------------------------------------|
|----------------+----------+----------+---------+--------+------------+--------+-----------|
|----------------+----------+----------+---------+--------+------------+--------+-----------|
|----------------+----------+----------+---------+---------------------+--------------------|
+-------------------------------------------------------------------------------------------+
+-------------------------------------------------------------------------------+
|-------------------------------------------------------------------------------|
|-------------------------------------------------------------------------------|
|Type of |Expiration|Exercise/Conversion |Number of voting rights that |% of |
|----------+----------+--------------------+-----------------------------+------|
|----------+----------+--------------------+-----------------------------+------|
|---------------------+--------------------+-----------------------------+------|
+-------------------------------------------------------------------------------+
+------------------------------------------------------------+
| Total (A+B) | number of voting rights | % of voting rights |
|-------------+-------------------------+--------------------|
+------------------------------------------------------------+
rights and/or the financial instruments are effectively held, if applicable: 1. Credit Suisse Group AG 2. Credit Suisse
cease to hold [number] voting rights as of [date]. N/A
N/A
Annex to the standard form TR-1 [i]
notification obligation:
Full name (including legal form for CREDIT SUISSE SECURITIES (EUROPE)
Contact address (registered office ONE CABOT SQUARE, LONDON, E14 4QJ
for legal entities)
Other useful information (at least SIMON CRAWLEY legal representative for legal persons)
Full name ..................................................................... Contact ..................................................................... address ..................................................................... Phone number ..................................................................... Other useful information (e.g. functional relationship with the person or legal entity subject to the notification obligation)
Our ref: 167758 Notes to Form TR-1
authority.
behalf of the shareholder or the natural person/legal entity referred to in Articles 10 and 13 of Directive 2004/109/EC
---END OF MESSAGE--- This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement. More |
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| 13-11-09 | RNS |
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RNS Number : 5070C Carbon Acquisition Company Ltd 13 November 2009 For immediate release 13 November 2009 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO OR FROM AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION Recommended CASH OFFER
FOR EcoSecurities GROUP plc
BY
CARBON ACQUISITION COMPANY LTD
COMMENCEMENT OF COMPULSORY ACQUISITION PROCEDURE Carbon Acquisition Company announces that compulsory acquisition notices (the Notices) pursuant to section 204 of the Act have been posted to those EcoSecurities Shareholders who have not accepted (the Non-Assenting Shareholders) the recommended offer of 105 pence per EcoSecurities Share (the Offer). These Notices set out Carbon Acquisition Company's intention to acquire compulsorily all outstanding EcoSecurities Shares on the same terms as originally set out in the Offer. Unless Non-Assenting Shareholders apply to court and the court orders otherwise, on the expiry of one month from the date of the Notices, being 11 December 2009, the EcoSecurities Shares held by Non-Assenting Shareholders who have not accepted the Offer by that date will be acquired compulsorily by Carbon Acquisition Company and such Non-Assenting Shareholders will be entitled to 105 pence in cash for each EcoSecurities Share such Non-Assenting Shareholders hold on that date. Cancellation of admission to trading on AIM Carbon Acquisition Company intends to procure that EcoSecurities applies to the London Stock Exchange for cancellation of the admission to trading of the EcoSecurities Shares on AIM. Closing of Offer The Offer will be closed on 11 December 2009 and accordingly no longer capable of acceptance after that date. Enquiries For further information contact:
J.P. Morgan plc
J.P. Morgan plc (M&A)
(Financial adviser to Carbon Acquisition Company)
Further information Terms defined in the Increased Offer Document dated 25 September 2009 have the same meanings when used in this announcement. The availability of the Offer to persons outside Ireland and the United Kingdom may be affected by the laws of the relevant jurisdiction. Such persons should inform themselves about and observe any applicable requirements. The Offer is not being made, directly or indirectly, in or into or from or by use of the mails of or by any means of instrumentality (including, without limitation, telephonically or electronically) of inter-state or foreign commerce of or any facilities of a national securities exchange of any jurisdiction where it would be unlawful to do so. Persons receiving such documents (including, without limitation, nominees, trustees and custodians) should observe these restrictions. Failure to do so may invalidate any related purported acceptance of the Offer Notwithstanding the foregoing restrictions, Carbon Acquisition Company reserves the right to permit the Offer to be accepted if, in its sole discretion, it is satisfied that the transaction in question is exempt from or not subject to the legislation or regulation giving rise to the restrictions in question. The Carbon Acquisition Company Responsible Persons accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the Carbon Acquisition Company Responsible Persons (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information. J.P. Morgan plc which is authorised and regulated in the United Kingdom by the Financial Services Authority is acting exclusively for Carbon Acquisition Company in connection with the Offer and no-one else and will not be responsible to anyone other than Carbon Acquisition Company for providing the protections afforded to clients of J.P. Morgan plc or for providing advice in relation to the Offer or any other matters referred to in this announcement. This announcement does not constitute an offer or an invitation to purchase or subscribe for any securities. Any response in relation to the Offer should only be made on the basis of the information contained in the Increased Offer Document. This information is provided by RNS The company news service from the London Stock Exchange END
OUPZXLFFKFBZFBE More |
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| 13-11-09 | HUG |
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Delisting Announcement
Carbon Acquisition Company announced on 30 October 2009 that it had declared its recommended cash offer of 105 pence per EcoSecurities Share unconditional in all respects. On 12 November 2009 Carbon Acquisition Company issued statutory notices pursuant to Sections 204(1) and 204 (2) of the Companies Act 1963 to those EcoSecurities Shareholders who have not yet validly accepted the Offer notifying them of Carbon Acquistion Company's intention to exercise its right to compulsorily acquire the EcoSecurities Shares held by those Shareholders.
In accordance with the statements made in the Increased Offer
Document and having acquired or agreed to acquire EcoSecurities
Shares carrying not less than 75 per cent. of the voting rights of
cancellation of admission to trading of the EcoSecurities Shares on
accordingly, such application has been made. Under the AIM Rules, a notice period of not less than 20 business days is required prior to Delisting and this will commence on 16 November 2009. It is intended that Delisting will take effect on or shortly after 8.00 a.m. (London time) on 14 December 2009. ENQUIRIES:
James Thompson Bruce Usher
Justin Jones Hugo Fisher Citigate Dewe Rogerson +44 (0) 20 7638 9571 Ged Brumby Further information The directors of EcoSecurities accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the directors of EcoSecurities (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information. RBS Hoare Govett Limited which is authorised and regulated in the United Kingdom by the Financial Services Authority is acting exclusively for EcoSecurities and for no-one else in connection with the Increased Offer (defined below) and will not be responsible to anyone other than EcoSecurities for providing the protections afforded to clients of RBS Hoare Govett Limited or for providing advice in relation to this matter or any other matters referred to in this announcement. A copy of the documents listed as available for inspection in Carbon Acquisition Company Limited's recommended cash offer document dated 25 September 2009 setting out the terms of the increased offer of 105 pence per ordinary share made by Carbon Acquisition Company Limited (the "Increased Offer") and a copy of all announcements made by EcoSecurities in relation to the original offer of 100 pence per ordinary share made by Carbon Acquisition Company Limited on 15 September 2009 and the Increased Offer, will be available for inspection at the offices of Matheson Ormsby Prentice, 70 Sir John Rogerson's Quay, Dublin 2 during normal business hours on any weekday (Saturday, Sunday and public holidays excepted) whilst the Increased Offer remains open for acceptance.
END
---END OF MESSAGE--- This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement. More |
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| 12-11-09 | BZN |
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FORM 8.3
IRISH TAKEOVER PANEL DISCLOSURE UNDER RULE 8.3 OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2007 (AS AMENDED) DEALINGS BY PERSONS WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE
1. KEY INFORMATION
relate(Note 2)
2. INTERESTS AND SHORT POSITIONS
(a) Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3)
(1) Relevant securities
(3) Options and agreements to purchase/sell
(b) Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3)
(1) Relevant securities (2) Derivatives (other than options) (3) Options and agreements to purchase/sell Total 3. DEALINGS (Note 4)
(a) Purchases and sales
(b) Derivatives transactions (other than options transactions)
(c) Options transactions in respect of existing relevant securities
(i) Writing, selling, purchasing or varying
(ii) Exercising
(d) Other dealings (including transactions in respect of new securities) (Note 4)
4. OTHER INFORMATION
Agreements, arrangements or understandings relating to options or derivatives
subsidiary of Millennium Partners, L.P.
Is a Supplemental Form 8 attached? (Note 9) NO
If a connected EFM, name of offeree/offeror with which connected If a connected EFM, state nature of connection(Note 10)
More |
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| 09-11-09 | AFX UK Focus |
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LONDON, Nov 9 (Reuters) - Britain's Trading Emissions and Leaf Clean Energy are in early merger talks in a move that would create the largest carbon-focused company listed in London.
Trading Emissions specialises in renewable energy projects and emissions trading instruments, and its portfolio of risk-adjusted carbon credits stood at 53.2 million Certified Emissions Reduction Credits (CERs) as at Oct. 1.
(Reporting by Victoria Bryan; Editing by Paul Sandle) ($1=.5960 Pound) Keywords: TRADINGEMISSIONS LEAFCLEAN/ (victoria.bryan@thomsonreuters.com; +44 207 542 9688; Reuters Messaging: victoria.bryan.thomsonreuters@reuters.net)
COPYRIGHT Copyright Thomson Reuters 2009. All rights reserved. The copying, republication or redistribution of Reuters News Content, including by framing or similar means, is expressly prohibited without the prior written consent of Thomson Reuters. More |
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| 09-11-09 | HUG |
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Forthcoming Appointment EcoSecurities Group plc 9 November 2009 EcoSecurities Group plc ("EcoSecurities" or "Company")
Dublin, Ireland - EcoSecurities, a leading company in the business of sourcing, developing and trading emission reduction credits notes the earlier announcement made by the Carbon Acquisition Company, a wholly owned indirect subsidiary of J.P.Morgan, to appoint Paul M. Kelly as Chief Executive Officer (CEO) of EcoSecurities once the Company delists. Mark Nicholls, Chairman, commented: "I would like to congratulate Paul on his forthcoming appointment as CEO of EcoSecurities and wish him every success in building on the Company's achievements to date". Contacts:
James Thompson/Rachel Mountain
Justin Jones Hugo Fisher
Kevin Smith Further information The directors of EcoSecurities accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the directors of EcoSecurities (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement for which they accept responsibility is in accordance with the facts and does not omit anything likely to affect the import of such information. RBS Hoare Govett Limited which is authorised and regulated in the United Kingdom by the Financial Services Authority is acting exclusively for EcoSecurities and for no-one else in connection with the Increased Offer (defined below) and will not be responsible to anyone other than EcoSecurities for providing the protections afforded to clients of RBS Hoare Govett Limited or for providing advice in relation to this matter or any other matters referred to in this announcement. A copy of the documents listed as available for inspection in Carbon Acquisition Company's recommended cash offer document dated 25 September 2009 setting out the terms of the increased offer of 105 pence per ordinary share made by Carbon Acquisition Company (the "Increased Offer") and a copy of all announcements made by EcoSecurities in relation to the original offer of 100 pence per ordinary share made by Carbon Acquisition Company on 15 September and the Increased Offer, including this announcement, will be available for inspection at the offices of Matheson Ormsby Prentice, 70 Sir John Rogerson's Quay, Dublin 2 during normal business hours on any weekday (Saturday, Sunday and public holidays excepted) whilst the Increased Offer remains open for acceptance.
END
---END OF MESSAGE--- This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement. More |
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| 09-11-09 | AFX UK Focus |
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LONDON, Nov 9 (Reuters) - Clean energy project developer EcoSecurities Group Plc has appointed Paul M. Kelly as the company's new chief executive, the Carbon Acquisition Group said on Monday.
(nina.chestney@thomsonreuters.com; +44 207 542 8071; Reuters Messaging: nina.chestney.reuters.com@reuters.net)
COPYRIGHT Copyright Thomson Reuters 2009. All rights reserved. The copying, republication or redistribution of Reuters News Content, including by framing or similar means, is expressly prohibited without the prior written consent of Thomson Reuters. More |
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| 05-11-09 | HUG |
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Notification Pursuant to AIM Rule 17 EcoSecurities Group plc 5 November 2009
Notification of Interest in Shares pursuant to AIM Rule 17 Pursuant to its obligation under AIM Rule 17, EcoSecurities Group plc announces that it has received the following information from J. P. Morgan Ventures Energy Corporation on 4 November 2009:
'Pursuant to and in fulfilment of the statutory obligations imposed
EcoSecurities Group plc (the "Company") that as at close of business on 3 November 2009, J. P. Morgan Ventures Energy Corporation ("JPMVEC") had a direct interest in 19,178,613 ordinary shares of ¿0.0025 each in the capital of the Company (the "Ordinary Shares") which represent approximately 16.22% of the total issued share capital of the Company as at the close of business on 3 November 2009. This notification is made consequent on the acquisition by JPMVEC on 14 September 2009 of the legal and beneficial interest in 100,000 Ordinary Shares of ¿0.0025 each in the capital of the Company, on 22 October 2009 of the legal and beneficial interest in 12,014,000 ordinary shares of ¿0.0025 each in the capital of the Company and on 30 October 2009 of the legal and beneficial interest in 7,064,613 ordinary shares of ¿0.0025 each in the capital of the Company.' Contacts:
Patrick James Browne Company Secretary
Justin Jones Hugo Fisher
Kevin Smith Further information The directors of EcoSecurities accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the directors of EcoSecurities (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information. RBS Hoare Govett Limited which is authorised and regulated in the United Kingdom by the Financial Services Authority is acting exclusively for EcoSecurities and for no-one else in connection with the Increased Offer (defined below) and will not be responsible to anyone other than EcoSecurities for providing the protections afforded to clients of RBS Hoare Govett Limited or for providing advice in relation to this matter or any other matters referred to in this announcement. A copy of the documents listed as available for inspection in Carbon Acquisition Company Limited's recommended cash offer document dated 25 September 2009 setting out the terms of the increased offer of 105 pence per ordinary share made by Carbon Acquisition Company Limited (the "Increased Offer") and a copy of all announcements made by EcoSecurities in relation to the original offer of 100 pence per ordinary share made by Carbon Acquisition Company Limited on 15 September 2009 and the Increased Offer, will be available for inspection at the offices of Matheson Ormsby Prentice, 70 Sir John Rogerson's Quay, Dublin 2 during normal business hours on any weekday (Saturday, Sunday and public holidays excepted) whilst the Increased Offer remains open for acceptance.
---END OF MESSAGE--- This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement. More |
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| 03-11-09 | HUG |
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Holding(s) in Company Standard Form TR-1 Voting rights attached to shares- Article 12(1) of directive 2004/109/EC Financial instruments - Article 11(3) of the Commission Directive 2007/14/EC
existing shares to which voting rights are attached : ECOSECURITIES GROUP PLC
box or boxes):
may result in the acquisition of shares already issued to which
voting rights are attached
obligation: CREDIT SUISSE GROUP AG
CREDIT SUISSE INTERNATIONAL
crossed or reached:
+------------------------------------------------------------------------------------------+
|------------------------------------------------------------------------------------------|
|Class/type of shares |Situation previous to the|Resulting situation after the triggering |
|the ISIN CODE) |-------------------------+------------------------------------------|
|---------------------+------------+------------+------+------+---------+--------+---------|
|---------------------+------------+------------+------+------+---------+--------+---------|
|---------------------+------------+------------+------+----------------+------------------|
+------------------------------------------------------------------------------------------+
+-------------------------------------------------------------------------------+
|-------------------------------------------------------------------------------|
|-------------------------------------------------------------------------------|
|Type of |Expiration|Exercise/Conversion |Number of voting rights that |% of |
|----------+----------+--------------------+-----------------------------+------|
|----------+----------+--------------------+-----------------------------+------|
|---------------------+--------------------+-----------------------------+------|
+-------------------------------------------------------------------------------+
+------------------------------------------------------------+
| Total (A+B) | number of voting rights | % of voting rights |
|-------------+-------------------------+--------------------|
+------------------------------------------------------------+
rights and/or the financial instruments are effectively held, if applicable: 1. Credit Suisse Group AG 2. Credit Suisse
cease to hold [number] voting rights as of [date]. N/A
N/A
Annex to the standard form TR-1 [i]
notification obligation:
Full name (including legal form for CREDIT SUISSE SECURITIES (EUROPE)
Contact address (registered office ONE CABOT SQUARE, LONDON, E14 4QJ
for legal entities)
Other useful information (at least NEIL COWIE legal representative for legal persons)
Full name ..................................................................... Contact ..................................................................... address ..................................................................... Phone number ..................................................................... Other useful information (e.g. functional relationship with the person or legal entity subject to the notification obligation)
Our ref: 152476 Notes to Form TR-1
authority.
behalf of the shareholder or the natural person/legal entity referred to in Articles 10 and 13 of Directive 2004/109/EC
---END OF MESSAGE--- This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement. More |
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| 03-11-09 | AFX UK Focus |
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By Michael Szabo
LONDON, Nov 3 (Reuters) - JP Morgan's acquisition of clean energy project developer EcoSecurities will help its clients manage commodity price risks, even if the investment has a shelf life of only three years, JP Morgan's head of global commodities said.
RISK
"It's hard to imagine anything meaningful or binding coming out of Copenhagen without the U.S. having undertaken domestic legislation. That will not have happened before Copenhagen."
(Editing by Sue Thomas) ($1=.6110 Pound)($1=.6769 Euro) Keywords: CARBON/JPMORGAN ECOSECURITIES (michael.szabo@reuters.com; +44 207 542 9242; Reuters Messaging: michael.szabo.reuters.com@reuters.net)
COPYRIGHT Copyright Thomson Reuters 2009. All rights reserved. The copying, republication or redistribution of Reuters News Content, including by framing or similar means, is expressly prohibited without the prior written consent of Thomson Reuters. More |
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| 02-11-09 | HUG |
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Directorate change EcoSecurities Group plc 2 November 2009 EcoSecurities Group plc ("EcoSecurities" or "Company")
Dublin, Ireland - EcoSecurities, announces that Paul Ezekiel and
Robert Flicker resigned their positions as Non-Executive Directors of
unconditional recommended cash offer for the entire issued and to be issued share capital of EcoSecurities by Carbon Acquisition Company Ltd, a wholly owned, indirect subsidiary of JPMorgan Chase & Co. Mark Nicholls, Chairman, commented: "Paul and Robert have each played an important role in the development of EcoSecurities since their appointment as Non-Executive Directors and I would like to thank them both for their contribution to the growth of the business over this time. Contacts:
James Thompson/Rachel Mountain
Justin Jones Hugo Fisher
Kevin Smith Further information The directors of EcoSecurities accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the directors of EcoSecurities (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information. RBS Hoare Govett Limited which is authorised and regulated in the United Kingdom by the Financial Services Authority is acting exclusively for EcoSecurities and for no-one else in connection with the Increased Offer (defined below) and will not be responsible to anyone other than EcoSecurities for providing the protections afforded to clients of RBS Hoare Govett Limited or for providing advice in relation to this matter or any other matters referred to in this announcement. Dealing disclosure requirements Under the provisions of Rule 8.3 of the Irish Takeover Rules, if any person is, or becomes, "interested" (directly or indirectly) in, one per cent or more of any class of "relevant securities" of EcoSecurities, all "dealings" in any "relevant securities" of EcoSecurities (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by not later than 3.30pm (Dublin time) on the business day following the date of the relevant transaction. This requirement will continue until the date on which the Increased Offer (as defined below) becomes, or is declared, unconditional as to acceptances or lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons co-operate on the basis of any agreement, either express or tacit, either oral or written, to acquire an "interest" in "relevant securities" of EcoSecurities, they will be deemed to be a single person for the purpose of Rule 8.3 of the Irish Takeover Rules. Under the provisions of Rule 8.1 of the Irish Takeover Rules, all "dealings" in "relevant securities" of EcoSecurities by Carbon Acquisition Company Limited or EcoSecurities, or by any of their respective "associates" must also be disclosed by no later than 12 noon (Dublin time) on the 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 can be found on the Irish Takeover Panel's website at www.irishtakeoverpanel.ie. "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 Irish Takeover Rules, which can also be found on the Irish 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, please consult the Irish Takeover Panel's website at www.irishtakeoverpanel.ie or contact the Irish Takeover Panel on telephone number +353 (0)1 678 9020; fax number +353 (0)1 678 9289. A copy of the documents listed as available for inspection in Carbon Acquisition Company Limited's recommended cash offer document dated 25 September 2009 setting out the terms of the increased offer of 105 pence per ordinary share made by Carbon Acquisition Company Limited (the "Increased Offer") and a copy of all announcements made by EcoSecurities in relation to the original offer of 100 pence per ordinary share made by Carbon Acquisition Company Limited on 15 September 2009 and the Increased Offer, will be available for inspection at the offices of Matheson Ormsby Prentice, 70 Sir John Rogerson's Quay, Dublin 2 during normal business hours on any weekday (Saturday, Sunday and public holidays excepted) whilst the Increased Offer remains open for acceptance.
END
---END OF MESSAGE--- This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement. More |
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| 02-11-09 | RNS |
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FORM 8.1(a)&b(i) IRISH TAKEOVER PANEL
DISCLOSURE UNDER RULE 8.1(a) and (b)(i) OF THE IRISH TAKEOVER PANEL ACT, 1997,
DEALINGS BY OFFERORS, OFFEREES OR THEIR ASSOCIATES FOR THEMSELVES OR FOR DISCRETIONARY CLIENTS
to which the dealings being
disclosed relate (Note 2)
2. INTERESTS, SHORT POSITIONS (a) Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3)
(2) Derivatives
(other than
options)
(3) Options and
agreements to
purchase/sell
(b) Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3)
security:
securities (2) Derivatives (other than options) (3) Options and agreements to purchase/sell Total
(a) Purchases and sales
(b) Derivatives transactions (other than options transactions)
(c) Options transactions in respect of existing relevant securities
(i) Writing, selling, purchasing or varying
(ii) Exercising
(d) Other dealings (including transactions in respect of new securities) (Note
4)
4. OTHER INFORMATION Agreements, arrangements or understandings relating to options or derivatives Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated. n/a
Specific category and nature of associate Under Rule 2.2(a) of Part A of
More |
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| 02-11-09 | HUG |
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Acquisition Declared Unconditional
CARBON ACQUISITION COMPANY LTD TO
ACQUIRE ECOSECURITIES GROUP PLC
Transaction represents J.P. Morgan's continued investment in carbon
London, 2 November, 2009 - Carbon Acquisition Company Ltd's, a wholly-owned indirect subsidiary of J.P. Morgan (NYSE: JPM) £1.05 a share offer to acquire EcoSecurities Group Plc (EcoSecurities) (LSE: ECO), a leading company in the business of sourcing, developing and trading emission reduction credits, has become wholly unconditional. Carbon Acquisition Company expects to complete the acquisition of EcoSecurities during December 2009. As of Friday, October 30, the level of acceptances of its offer to acquire the share capital of EcoSecurities, taken together with holdings of and purchases made by Carbon Acquisition Company concert parties, represents in excess of 80% of EcoSecurities' share capital. Upon completion of the transaction, it is expected that EcoSecurities will operate as an independent enterprise and its market-leading brand will be retained. Blythe Masters, Head of Global Commodities at J.P. Morgan, said: "We are delighted to announce J.P. Morgan's acquisition of EcoSecurities. Our goal is to ensure that EcoSecurities maintains its leadership position in the global carbon markets and continues to offer world-class services to its clients." Bruce Usher, Chief Executive Officer (CEO) of EcoSecurities, said: "We look forward to being a part of J.P. Morgan and to further enhancing our position as a leader in the compliance and voluntary carbon markets." As announced last February, Usher will step down as CEO of EcoSecurities after a new CEO is appointed. He will remain a member of the EcoSecurities Board of Directors for a transition period. # # # Media Contacts:
EcoSecurities: Rachel +44 1865 rachel.mountain@ecosecurities.com
About J.P. Morgan JPMorgan Chase & Co. (NYSE: JPM) is a leading global financial services firm with assets of $2.0 trillion and operations in more than 60 countries. The firm is a leader in investment banking, financial services for consumers, small business and commercial banking, financial transaction processing, asset management, and private equity. A component of the Dow Jones Industrial Average, JPMorgan Chase & Co. serves millions of consumers in the United States and many of the world's most prominent corporate, institutional and government clients under its J.P. Morgan, Chase, and WaMu brands. Information about JPMorgan Chase & Co. is available at www.jpmorganchase.com
About EcoSecurities
EcoSecurities is a world leading company in the business of sourcing,
developing and trading carbon credits. EcoSecurities structures and
guides greenhouse gas emission reduction projects through the project
cycle, working with both project developers and buyers of carbon
credits.
EcoSecurities has experience with projects in the areas of renewable
energy, agriculture and urban waste management, industrial efficiency
and forestry. With a network of offices and representatives in over
25 countries on five continents, EcoSecurities has amassed one of the
www.ecosecurities.com.
---END OF MESSAGE--- This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement. More |
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| 30-10-09 | HUG |
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Notification Pursuant to AIM Rule 17 EcoSecurities Group plc 30 October 2009
Notification of Interest in Shares pursuant to AIM Rule 17 Pursuant to its obligation under AIM Rule 17, EcoSecurities Group plc announces that it has received the following information from First Island Trustees Limited on 29 October 2009: 'We, First Island Trustees Limited of First Island House, Peter Street, St. Helier, Jersey JE2 4SP Channel Islands hereby give you notice in compliance with the provisions of section 71(2) of the Companies Act, 1990 (the Act) of the disposal by us of a notifiable interest (as defined in section 68 of the Act) in shares comprised in the relevant share capital (as defined in section 67(2) of the Act) of the Company, as required by section 67(1) of the Act. The obligation to make this notification arose on 22 October 2009 upon the sale by us of 12,014,000 shares in the relevant capital of the Company. We no longer have a notifiable interest in shares comprised in the relevant share capital of the Company. The Identity of each registered holder of shares in the Company in respect of which this notification relates is set out below :
Contacts:
Patrick James Browne Company Secretary
Justin Jones Hugo Fisher
Kevin Smith Further information The directors of EcoSecurities accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the directors of EcoSecurities (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information. RBS Hoare Govett Limited which is authorised and regulated in the United Kingdom by the Financial Services Authority is acting exclusively for EcoSecurities and for no-one else in connection with the Increased Offer (defined below) and will not be responsible to anyone other than EcoSecurities for providing the protections afforded to clients of RBS Hoare Govett Limited or for providing advice in relation to this matter or any other matters referred to in this announcement. Dealing disclosure requirements Under the provisions of Rule 8.3 of the Irish Takeover Rules, if any person is, or becomes, "interested" (directly or indirectly) in, one per cent or more of any class of "relevant securities" of EcoSecurities, all "dealings" in any "relevant securities" of EcoSecurities (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by not later than 3.30pm (Dublin time) on the business day following the date of the relevant transaction. This requirement will continue until the date on which the Increased Offer (as defined below) becomes, or is declared, unconditional as to acceptances or lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons co-operate on the basis of any agreement, either express or tacit, either oral or written, to acquire an "interest" in "relevant securities" of EcoSecurities, they will be deemed to be a single person for the purpose of Rule 8.3 of the Irish Takeover Rules. Under the provisions of Rule 8.1 of the Irish Takeover Rules, all "dealings" in "relevant securities" of EcoSecurities by Carbon Acquisition Company Limited or EcoSecurities, or by any of their respective "associates" must also be disclosed by no later than 12 noon (Dublin time) on the 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 can be found on the Irish Takeover Panel's website at www.irishtakeoverpanel.ie. "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 Irish Takeover Rules, which can also be found on the Irish 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, please consult the Irish Takeover Panel's website at www.irishtakeoverpanel.ie or contact the Irish Takeover Panel on telephone number +353 (0)1 678 9020; fax number +353 (0)1 678 9289. A copy of the documents listed as available for inspection in Carbon Acquisition Company Limited's recommended cash offer document dated 25 September 2009 setting out the terms of the increased offer of 105 pence per ordinary share made by Carbon Acquisition Company Limited (the "Increased Offer") and a copy of all announcements made by EcoSecurities in relation to the original offer of 100 pence per ordinary share made by Carbon Acquisition Company Limited on 15 September 2009 and the Increased Offer, will be available for inspection at the offices of Matheson Ormsby Prentice, 70 Sir John Rogerson's Quay, Dublin 2 during normal business hours on any weekday (Saturday, Sunday and public holidays excepted) whilst the Increased Offer remains open for acceptance.
END
---END OF MESSAGE--- This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement. More |
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| 30-10-09 | RNS |
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RNS Number : 7081B Carbon Acquisition Company Ltd 30 October 2009 For immediate release 30 October 2009 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO OR FROM AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION Recommended CASH OFFER
FOR EcoSecurities GROUP plc
BY
CARBON ACQUISITION COMPANY LTD
OFFER WHOLLY UNCONDITIONAL Carbon Acquisition Company announces that its recommended offer of 105 pence per EcoSecurities Share (the Offer) is declared wholly unconditional. Purchase of EcoSecurities Shares J.P. Morgan Ventures Energy Corporation (JPMVEC) has today agreed to purchase 7,064,613 EcoSecurities Shares representing approximately 5.97 per cent. of the existing issued share capital of EcoSecurities at a price of 105 pence per EcoSecurities Share. As at 12.00 noon today, the aggregate level of acceptances of the Offer together with beneficial holdings and agreements to acquire of persons acting in concert with Carbon Acquisition Company represent approximately 83.04 per cent. of the existing issued share capital of EcoSecurities. In aggregate the holdings of Carbon Acquisition Company and persons acting in concert with it comprise 40,648,352 EcoSecurities Shares representing approximately 34.38 per cent. of the existing issued share capital of EcoSecurities. As the holdings of Carbon Acquisition Company and persons acting in concert with it exceed 30 per cent. of the existing issued share capital of EcoSecurities, the provisions of Rule 9 of the Irish Takeover Rules apply and accordingly the level of acceptance required under the Offer has been reduced to such acceptances as together with such EcoSecurities Shares held prior to or acquired or agreed to be acquired during the offer period comprise in aggregate more than 50 per cent. of the voting rights in EcoSecurities and the remaining conditions are waived. As this level of acceptances has been received, the Offer has been declared wholly unconditional. Settlement Settlement of the consideration to which EcoSecurities Shareholders are entitled under the Offer will be despatched to validly accepting EcoSecurities Shareholders:
and in either case subject to the terms and in the manner described in the Increased Offer Document. Compulsory acquisition and cancellation of admission to trading on AIM Following acceptance of the Offer by persons acting in concert with Carbon Acquisition Company, Carbon Acquisition Company will have acquired in excess of 80 per cent. in value of the shares to which the Offer relates and not less than 80 per cent. of the voting rights carried by those shares and Carbon Acquisition Company will then proceed to apply the provisions of section 204 of the Act to acquire compulsorily any remaining EcoSecurities Shares from EcoSecurities Shareholders who have not accepted the Offer. Carbon Acquisition Company intends to procure that EcoSecurities applies to the London Stock Exchange for cancellation of the admission to trading of the EcoSecurities Shares on AIM. Extension of Offer The Offer will remain open for acceptance until further notice. Carbon Acquisition Company intends to close the Offer on the date of completion of the compulsory acquisition procedure and a further announcement will be made in due course. Level of acceptances As at 12.00 noon today, valid acceptances of the Offer for EcoSecurities had been received in respect of a total of 79,106,522 EcoSecurities Shares (representing approximately 66.90 per cent. of the existing issued share capital of EcoSecurities). This amount includes 23,536,621 EcoSecurities Shares (representing approximately 19.91 per cent. of the existing issued share capital of EcoSecurities) in respect of which irrevocable undertakings were received as described in the Increased Offer Document. This amount also includes 21,569,739 EcoSecurities Shares (representing approximately 18.24 per cent. of the existing issued share capital of EcoSecurities) in respect of which acceptances have been received from persons acting in concert with Carbon Acquisition Company where that person has a beneficial interest in the relevant EcoSecurities Shares. EcoSecurities Shares held prior to the offer period
As at close of business on 2 September 2009, being the last Business Day prior to the offer period in respect of the Offer (for the purposes of Rule 17 of the Irish Takeover Rules), the following persons who are deemed to be acting in concert with Carbon Acquisition Company were interested in relevant securities of EcoSecurities:
As at close of business on 29 October 2009, being the last Business Day prior to the date of this announcement, these holdings were unchanged other than the custodian holding of J.P. Morgan Clearing Corporation which had reduced to 34,000 EcoSecurities Shares (representing approximately 0.03 per cent. of the existing issued share capital of EcoSecurities) and the custodian holding of Chase Nominees Limited which had reduced to 271,312 EcoSecurities Shares (representing approximately 0.23 per cent. of the existing issued share capital of EcoSecurities). Acquisitions of EcoSecurities Shares during the offer period As stated above, J.P. Morgan Ventures Energy Corporation (JPMVEC) has today agreed to purchase 7,064,613 Eco Securities Shares representing approximately 5.97 per cent. of the existing issued share capital of EcoSecurities at a price of 105 pence per EcoSecurities Share. On 22 October 2009, JPMVEC entered into an unconditional sale and purchase agreement with First Island Trustees Limited and Dr Pedro Moura Costa to acquire from First Island Trustees Limited in aggregate 12,014,000 EcoSecurities Shares, representing approximately 10.16 per cent. of the existing issued share capital of EcoSecurities, at a price of 105 pence per EcoSecurities Share. This acquisition has been completed. On 22 October 2009, J.P. Morgan Securities Ltd. (JPMSL) acquired 2,498,840 EcoSecurities Shares representing approximately 2.11 per cent. of the existing issued share capital of EcoSecurities, at a price of 105 pence per EcoSecurities Share. On 29 September 2009, JPMSL acquired 121,000 EcoSecurities Shares, representing approximately 0.10 per cent. of the existing issued share capital of EcoSecurities, at a price of 105 pence per EcoSecurities Share. On 25 September 2009, JPMSL acquired 65,000 EcoSecurities Shares, representing approximately 0.05 per cent. of the existing issued share capital of EcoSecurities, at a price of 105 pence per EcoSecurities Share. On 23 September 2009, JPMSL acquired 39,000 EcoSecurities Shares, representing approximately 0.03 per cent. of the existing issued share capital of EcoSecurities, at a price of 105 pence per EcoSecurities Share. On 23 September 2009, JPMSL entered into unconditional sale and purchase agreements to acquire in aggregate 18,299,550 EcoSecurities Shares, representing approximately 15.48 per cent. of the existing issued share capital of EcoSecurities, each at a price of 105 pence per EcoSecurities Share. These agreements are with a number of separate sellers including Special Mutual Fund Avenir, entities connected with Niclas Eriksson, Oy Finvestock AB, funds managed by United Bankers fund management and clients holding EcoSecurities Shares through accounts with SEB Private Banking. These acquisitions have all been completed. On 14 September 2009, JPMVEC acquired 100,000 EcoSecurities Shares, representing approximately 0.08 per cent. of the existing issued share capital of EcoSecurities, at a price of 100 pence per EcoSecurities Share. JPMSL and JPMVEC are acting in concert with Carbon Acquisition Company. Irrevocable Undertakings Carbon Acquisition Company received irrevocable undertakings to accept (or procure the acceptance of) the Offer in respect of a total of 23,536,621 EcoSecurities Shares, representing, in aggregate, approximately 19.91 per cent. of EcoSecurities' existing issued share capital, as set out below: · All of the EcoSecurities Directors (who are EcoSecurities Shareholders) in respect of their entire beneficial holdings (and those of their families and related trusts) of EcoSecurities Shares amounting, in aggregate, to 3,496,000 EcoSecurities Shares, representing approximately 2.96 per cent. of the existing issued share capital of EcoSecurities; · Marc Stuart in respect of his entire beneficial holding (and that of his family and related trusts) of EcoSecurities Shares amounting to 10,122,000 EcoSecurities Shares, representing approximately 8.56 per cent. of the existing issued share capital of EcoSecurities; and · Credit Suisse International (CSI) in respect of its entire beneficial holding of EcoSecurities Shares amounting to 9,918,621 EcoSecurities Shares, representing approximately 8.39 per cent. of the existing issued share capital of EcoSecurities. The irrevocable undertakings from such EcoSecurities Directors, Marc Stuart and CSI will remain binding in the event of a competing offer being made for EcoSecurities. Further details of the irrevocable undertakings were set out in the Increased Offer Document. General Save as disclosed in this announcement, as at close of business on 29 October 2009, the last Business Day prior to the date of this announcement, neither Carbon Acquisition Company nor, so far as Carbon Acquisition Company is aware, any person acting in concert with Carbon Acquisition Company is interested in or holds any short positions in any class of relevant securities of EcoSecurities. Any additional interest(s) or dealing(s) of persons presumed to be acting in concert with Carbon Acquisition Company that come to its attention which will be discussed with the Irish Takeover Panel and, as necessary, will be announced if requested by the Irish Takeover Panel. Enquiries For further information contact:
J.P. Morgan plc
J.P. Morgan plc (M&A)
(Financial adviser to Carbon Acquisition Company)
Further information Terms defined in the Increased Offer Document dated 25 September 2009 have the same meanings when used in this announcement. References to a percentage of the EcoSecurities Shares are based on there being 118,238,852 EcoSecurities Shares in issue as at the close of business on 29 October 2009, being the last Business Day prior to the date of this announcement, but do not include any shares issuable under options and other rights granted under EcoSecurities Share Option Schemes. The availability of the Offer to persons outside Ireland and the United Kingdom may be affected by the laws of the relevant jurisdiction. Such persons should inform themselves about and observe any applicable requirements. The Offer is not being made, directly or indirectly, in or into or from or by use of the mails of or by any means of instrumentality (including, without limitation, telephonically or electronically) of inter-state or foreign commerce of or any facilities of a national securities exchange of any jurisdiction where it would be unlawful to do so. Persons receiving such documents (including, without limitation, nominees, trustees and custodians) should observe these restrictions. Failure to do so may invalidate any related purported acceptance of the Offer Notwithstanding the foregoing restrictions, Carbon Acquisition Company reserves the right to permit the Offer to be accepted if, in its sole discretion, it is satisfied that the transaction in question is exempt from or not subject to the legislation or regulation giving rise to the restrictions in question. The Carbon Acquisition Company Responsible Persons accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the Carbon Acquisition Company Responsible Persons (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information. J.P. Morgan plc which is authorised and regulated in the United Kingdom by the Financial Services Authority is acting exclusively for Carbon Acquisition Company in connection with the Offer and no-one else and will not be responsible to anyone other than Carbon Acquisition Company for providing the protections afforded to clients of J.P. Morgan plc or for providing advice in relation to the Offer or any other matters referred to in this announcement. This announcement does not constitute an offer or an invitation to purchase or subscribe for any securities. Any response in relation to the Offer should only be made on the basis of the information contained in the Increased Offer Document. Dealing disclosure requirements Under the provisions of Rule 8.3 of the Irish Takeover Rules, if any person is, or becomes, "interested" (directly or indirectly) in, one per cent or more of any class of "relevant securities" of EcoSecurities, all "dealings" in any "relevant securities" of EcoSecurities (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by not later than 3.30 p.m. (Dublin time) on the 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 or lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons co-operate on the basis of any agreement, either express or tacit, either oral or written, to acquire an "interest" in "relevant securities" of EcoSecurities, they will be deemed to be a single person for the purpose of Rule 8.3 of the Irish Takeover Rules. Under the provisions of Rule 8.1 of the Irish Takeover Rules, all "dealings" in "relevant securities" of EcoSecurities by Carbon Acquisition Company or EcoSecurities, or by any of their respective "associates" must also be disclosed by no later than 12 noon (Dublin time) on the 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 can be found on the Irish Takeover Panel's website at www.irishtakeoverpanel.ie. "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 Irish Takeover Rules, which can also be found on the Irish 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, please consult the Irish Takeover Panel's website at www.irishtakeoverpanel.ie or contact the Irish Takeover Panel on telephone number +353 (0)1 678 9020; fax number +353 (0)1 678 9289. This information is provided by RNS The company news service from the London Stock Exchange END
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| 29-10-09 | HUG |
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Notification Pursuant to AIM Rule 17 EcoSecurities Group plc 29 October 2009 EcoSecurities Group plc Notification of Interest in Shares pursuant to AIM Rule 17 Pursuant to its obligation under AIM Rule 17, EcoSecurities Group plc announces that it has received the following information from
1. J. P. Morgan Ventures Energy Corporation about its interest in the
EcoSecurities Group plc (the "Company") that as at close of
Corporation ("JPMVEC") had a direct interest in 12,114,000
(the "Ordinary Shares") which represent approximately 10.25% of
2. J. P. Morgan Securities Limited about its interest in the Ordinary
EcoSecurities Group plc (the "Company") that as at close of
("JPMSL") had a direct interest in 21,023,390 ordinary shares of
Shares") which represent approximately 17.78% of the total issued
Contacts:
Patrick James Browne Company Secretary
Justin Jones Hugo Fisher
Kevin Smith Further information The directors of EcoSecurities accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the directors of EcoSecurities (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information. RBS Hoare Govett Limited which is authorised and regulated in the United Kingdom by the Financial Services Authority is acting exclusively for EcoSecurities and for no-one else in connection with the Increased Offer (defined below) and will not be responsible to anyone other than EcoSecurities for providing the protections afforded to clients of RBS Hoare Govett Limited or for providing advice in relation to this matter or any other matters referred to in this announcement. Dealing disclosure requirements Under the provisions of Rule 8.3 of the Irish Takeover Rules, if any person is, or becomes, "interested" (directly or indirectly) in, one per cent or more of any class of "relevant securities" of EcoSecurities, all "dealings" in any "relevant securities" of EcoSecurities (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by not later than 3.30pm (Dublin time) on the business day following the date of the relevant transaction. This requirement will continue until the date on which the Increased Offer (as defined below) becomes, or is declared, unconditional as to acceptances or lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons co-operate on the basis of any agreement, either express or tacit, either oral or written, to acquire an "interest" in "relevant securities" of EcoSecurities, they will be deemed to be a single person for the purpose of Rule 8.3 of the Irish Takeover Rules. Under the provisions of Rule 8.1 of the Irish Takeover Rules, all "dealings" in "relevant securities" of EcoSecurities by Carbon Acquisition Company Limited or EcoSecurities, or by any of their respective "associates" must also be disclosed by no later than 12 noon (Dublin time) on the 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 can be found on the Irish Takeover Panel's website at www.irishtakeoverpanel.ie. "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 Irish Takeover Rules, which can also be found on the Irish 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, please consult the Irish Takeover Panel's website at www.irishtakeoverpanel.ie or contact the Irish Takeover Panel on telephone number +353 (0)1 678 9020; fax number +353 (0)1 678 9289. A copy of the documents listed as available for inspection in Carbon Acquisition Company Limited's recommended cash offer document dated 25 September 2009 setting out the terms of the increased offer of 105 pence per ordinary share made by Carbon Acquisition Company Limited (the "Increased Offer") and a copy of all announcements made by EcoSecurities in relation to the original offer of 100 pence per ordinary share made by Carbon Acquisition Company Limited on 15 September 2009 and the Increased Offer, will be available for inspection at the offices of Matheson Ormsby Prentice, 70 Sir John Rogerson's Quay, Dublin 2 during normal business hours on any weekday (Saturday, Sunday and public holidays excepted) whilst the Increased Offer remains open for acceptance.
END
---END OF MESSAGE--- This announcement was originally distributed by Hugin. The issuer is solely responsible for the content of this announcement. More |
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| 23-10-09 | RNS |
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RNS Number : 3366B Carbon Acquisition Company Ltd 23 October 2009 For immediate release 23 October 2009 NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO OR FROM AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION Recommended CASH OFFER
FOR EcoSecurities GROUP plc
BY
CARBON ACQUISITION COMPANY LTD
EXTENSION OF OFFER Carbon Acquisition Company announces that its recommended offer of 105 pence per EcoSecurities Share (the Offer) has been extended and will remain open until 3.00 p.m. (Dublin time) on 6 November 2009. The Offer remains subject to the terms and conditions set out in the Increased Offer Document. As at 3.00 p.m. on 23 October 2009, the aggregate of the level of acceptances of the Offer (approximately 61.12 per cent. of the existing issued share capital of EcoSecurities) and the shareholdings of persons acting in concert with Carbon Acquisition Company not included in the acceptances total above (approximately 12.27 per cent. of the existing share capital of EcoSecurities) represents approximately 73.39 per cent. of the existing issued share capital of EcoSecurities. Level of acceptances As at 3.00 p.m. on 23 October 2009, being the second closing date of the Offer, valid acceptances of the Offer for EcoSecurities had been received in respect of a total of 72,268,122 EcoSecurities Shares (representing approximately 61.12 per cent. of the existing issued share capital of EcoSecurities). This amount includes 23,536,621 EcoSecurities Shares (representing approximately 19.91 per cent. of the existing issued share capital of EcoSecurities) in respect of which irrevocable undertakings were received as described in the Increased Offer Document. This amount also includes 19,070,899 EcoSecurities Shares (representing approximately 16.14 per cent. of the existing issued share capital of EcoSecurities) in respect of which acceptances have been received from persons acting in concert with Carbon Acquisition Company where that person has a beneficial interest in the relevant EcoSecurities Shares. EcoSecurities Shares held prior to the offer period As at close of business on 2 September 2009, being the last Business Day prior to the offer period in respect of the Offer (for the purposes of Rule 17 of the Irish Takeover Rules), the following persons who are deemed to be acting in concert with Carbon Acquisition Company were interested in relevant securities of EcoSecurities:
As at close of business on 22 October 2009, being the last Business Day prior to the date of this announcement, these holdings were unchanged other than the custodian holding of J.P. Morgan Clearing Corporation which had reduced to 34,000 EcoSecurities Shares (representing approximately 0.03 per cent. of the existing issued share capital of EcoSecurities) and the custodian holding of Chase Nominees Limited which had reduced to 294,616 EcoSecurities Shares (representing approximately 0.25 per cent. of the existing issued share capital of EcoSecurities). Acquisitions of EcoSecurities Shares during the offer period On 22 October 2009, J.P. Morgan Ventures Energy Corporation (JPMVEC) entered into an unconditional sale and purchase agreement with First Island Trustees Limited and Dr Pedro Moura Costa to acquire from First Island Trustees Limited in aggregate 12,014,000 EcoSecurities Shares, representing approximately 10.16 per cent. of the existing issued share capital of EcoSecurities, at a price of 105 pence per EcoSecurities Share. This acquisition has been completed. On 22 October 2009, J.P. Morgan Securities Ltd. (JPMSL) acquired 2,498,840 EcoSecurities Shares representing approximately 2.11 per cent. of the existing issued share capital of EcoSecurities, at a price of 105 pence per EcoSecurities Share. On 29 September 2009, JPMSL acquired 121,000 EcoSecurities Shares, representing approximately 0.10 per cent. of the existing issued share capital of EcoSecurities, at a price of 105 pence per EcoSecurities Share. On 25 September 2009, JPMSL acquired 65,000 EcoSecurities Shares, representing approximately 0.05 per cent. of the existing issued share capital of EcoSecurities, at a price of 105 pence per EcoSecurities Share. On 23 September 2009, JPMSL acquired 39,000 EcoSecurities Shares, representing approximately 0.03 per cent. of the existing issued share capital of EcoSecurities, at a price of 105 pence per EcoSecurities Share. On 23 September 2009, JPMSL entered into unconditional sale and purchase agreements to acquire in aggregate 18,299,550 EcoSecurities Shares, representing approximately 15.48 per cent. of the existing issued share capital of EcoSecurities, each at a price of 105 pence per EcoSecurities Share. These agreements are with a number of separate sellers including Special Mutual Fund Avenir, entities connected with Niclas Eriksson, Oy Finvestock AB, funds managed by United Bankers fund management and clients holding EcoSecurities Shares through accounts with SEB Private Banking. These acquisitions have all been completed. On 14 September 2009, JPMVEC acquired 100,000 EcoSecurities Shares, representing approximately 0.08 per cent. of the existing issued share capital of EcoSecurities, at a price of 100 pence per EcoSecurities Share. JPMSL and JPMVEC are acting in concert with Carbon Acquisition Company. Irrevocable Undertakings Carbon Acquisition Company received irrevocable undertakings to accept (or procure the acceptance of) the Offer in respect of a total of 23,536,621 EcoSecurities Shares, representing, in aggregate, approximately 19.91 per cent. of EcoSecurities' existing issued share capital, as set out below:
The irrevocable undertakings from such EcoSecurities Directors, Marc Stuart and CSI will remain binding in the event of a competing offer being made for EcoSecurities. Further details of the irrevocable undertakings were set out in the Increased Offer Document. General Save as disclosed in this announcement, as at close of business on 22 October 2009, the last Business Day prior to the date of this announcement, neither Carbon Acquisition Company nor, so far as Carbon Acquisition Company is aware, any person acting in concert with Carbon Acquisition Company is interested in or holds any short positions in any class of relevant securities of EcoSecurities. Any additional interest(s) or dealing(s) of persons presumed to be acting in concert with Carbon Acquisition Company that come to its attention which will be discussed with the Irish Takeover Panel and, as necessary, will be announced if requested by the Irish Takeover Panel. Enquiries For further information contact:
J.P. Morgan plc
J.P. Morgan plc (M&A)
(Financial adviser to Carbon Acquisition Company)
Further information Terms defined in the Increased Offer Document dated 25 September 2009 have the same meanings when used in this announcement. References to a percentage of the EcoSecurities Shares are based on there being 118,238,852 EcoSecurities Shares in issue as at the close of business on 22 October 2009, being the last Business Day prior to the date of this announcement, but do not include any shares issuable under options and other rights granted under EcoSecurities Share Option Schemes. The availability of the Offer to persons outside Ireland and the United Kingdom may be affected by the laws of the relevant jurisdiction. Such persons should inform themselves about and observe any applicable requirements. The Offer is not being made, directly or indirectly, in or into or from or by use of the mails of or by any means of instrumentality (including, without limitation, telephonically or electronically) of inter-state or foreign commerce of or any facilities of a national securities exchange of any jurisdiction where it would be unlawful to do so. Persons receiving such documents (including, without limitation, nominees, trustees and custodians) should observe these restrictions. Failure to do so may invalidate any related purported acceptance of the Offer Notwithstanding the foregoing restrictions, Carbon Acquisition Company reserves the right to permit the Offer to be accepted if, in its sole discretion, it is satisfied that the transaction in question is exempt from or not subject to the legislation or regulation giving rise to the restrictions in question. The Carbon Acquisition Company Responsible Persons accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the Carbon Acquisition Company Responsible Persons (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information. J.P. Morgan plc which is authorised and regulated in the United Kingdom by the Financial Services Authority is acting exclusively for Carbon Acquisition Company in connection with the Offer and no-one else and will not be responsible to anyone other than Carbon Acquisition Company for providing the protections afforded to clients of J.P. Morgan plc or for providing advice in relation to the Offer or any other matters referred to in this announcement. This announcement does not constitute an offer or an invitation to purchase or subscribe for any securities. Any response in relation to the Offer should only be made on the basis of the information contained in the Increased Offer Document. Dealing disclosure requirements Under the provisions of Rule 8.3 of the Irish Takeover Rules, if any person is, or becomes, "interested" (directly or indirectly) in, one per cent or more of any class of "relevant securities" of EcoSecurities, all "dealings" in any "relevant securities" of EcoSecurities (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by not later than 3.30 p.m (Dublin time) on the 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 or lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons co-operate on the basis of any agreement, either express or tacit, either oral or written, to acquire an "interest" in "relevant securities" of EcoSecurities, they will be deemed to be a single person for the purpose of Rule 8.3 of the Irish Takeover Rules. Under the provisions of Rule 8.1 of the Irish Takeover Rules, all "dealings" in "relevant securities" of EcoSecurities by Carbon Acquisition Company or EcoSecurities, or by any of their respective "associates" must also be disclosed by no later than 12 noon (Dublin time) on the 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 can be found on the Irish Takeover Panel's website at www.irishtakeoverpanel.ie. "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 Irish Takeover Rules, which can also be found on the Irish 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, please consult the Irish Takeover Panel's website at www.irishtakeoverpanel.ie or contact the Irish Takeover Panel on telephone number +353 (0)1 678 9020; fax number +353 (0)1 678 9289. This information is provided by RNS The company news service from the London Stock Exchange END
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| 23-10-09 | RNS |
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RNS Number : 3048B First Island Trustees Ltd 23 October 2009 FORM 8.3
IRISH TAKEOVER PANEL DISCLOSURE UNDER RULE 8.3 OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2007 (AS AMENDED) DEALINGS BY PERSONS WITH INTERESTS IN THE RELEVANT SECURITIES REPRESENTING 1% OR MORE
1. KEY INFORMATION
which the dealings being
disclosed relate (Note 2)
2. INTERESTS AND SHORT POSITIONS
(a) Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3)
(1) Relevant Securities
(2) Derivatives (other than
options)
(3) Options and agreements to
purchase/sell
(b) Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3)
(1) Relevant Securities
(2) Derivatives (other than
options)
(3) Options and agreements to
purchase/sell
(a) Purchases and sales
Purchases/sale Number of relevant securities Price per unit (Note 5)
(b) Derivatives transactions (other than options transactions)
(c) Options transactions in respect of existing securities
Product name, e.g. call option Number of securities Exercise price per unit
(d) Other dealings (including transactions in respect of new securities) (Note 4) Nature of transaction (Note 8) Details Price per unit (if applicable) (Note 5) 4. OTHER INFORMATION Agreements, arrangements or understandings relating to options or derivatives Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated. None
connected
(Note 10) This information is provided by RNS The company news service from the London Stock Exchange END
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| 23-10-09 | RNS |
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RNS Number : 3047B BTG Absolute Return Master Fund, LP 23 October 2009 FORM 8.3
IRISH TAKEOVER PANEL DISCLOSURE UNDER RULE 8.3 OF THE IRISH TAKEOVER PANEL ACT, 1997, TAKEOVER RULES, 2007 (AS AMENDED) DEALINGS BY PERSONS WITH INTERESTS IN THE RELEVANT SECURITIES REPRESENTING 1% OR MORE
1. KEY INFORMATION
dealings being disclosed relate (Note 2)
2. INTERESTS AND SHORT POSITIONS
(a) Interests and short positions (following dealing) in the class of relevant security dealt in (Note 3)
Total 0 0 (b) Interests and short positions in relevant securities of the company, other than the class dealt in (Note 3)
Total 0 0 3. DEALINGS (Note 4)
(a) Purchases and sales
Purchases/sale Number of relevant securities Price per unit (Note 5)
(b) Derivatives transactions (other than options transactions)
(c) Options transactions in respect of existing securities
Product name, e.g. call option Number of securities Exercise price per unit
(d) Other dealings (including transactions in respect of new securities) (Note 4) Nature of transaction (Note 8) Details Price per unit (if applicable) (Note 5) 4. OTHER INFORMATION Agreements, arrangements or understandings relating to options or derivatives Full details of any agreement, arrangement or understanding between the person disclosing and any other person relating to the voting rights of any relevant securities under any option referred to on this form or relating to the voting rights or future acquisition or disposal of any relevant securities to which any derivative referred to on this form is referenced. If none, this should be stated. None
connected
(Note 10) This information is provided by RNS The company news service from the London Stock Exchange END
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