Press Releases 2012
Closing date of the Tender Offer of Davide Campari-Milano S.p.A for 100% of Lascelles deMercado Co. Limited extended to 10 December 2012
Milan, 30 November 2012 - As contemplated by its announcement on
9 November 2012, Davide Campari-Milano S.p.A. announced today
an extension of the closing date of the Offer to acquire
all the ordinary shares and the preferred shares of Lascelles
deMercado & Co. Limited (‘Lascelles’) from Friday,
30 November 2012, as stated in the Offer Circular, dated 8
November 2012, and currently open for acceptance, to
Monday, 10 December 2012 at 4:30 p.m. (Jamaica time).
As announced on 9 November 2012, the Offer is made via Campari
España S.L. (the ‘Purchaser’), a wholly-owned
subsidiary of Davide Campari-Milano S.p.A., and is accomplished
pursuant to the Jamaica Takeovers and Mergers Rules and Regulations
and other applicable requirements.
The Purchaser has entered into a stock purchase agreement
dated 3 September, 2012 with members of the CL Financial Limited
group of companies, holding approximately 81.4% of the issued
ordinary shares and 97% of the issued preferred shares in
the capital of Lascelles. Subsequently, the Purchaser has entered
into undertakings with holders of an aggregate of
approximately 9.3% of the remaining issued ordinary shares in
Lascelles, pursuant to which such holders have agreed to accept the
Offer.
Upon acquiring 90% of each class of outstanding Lascelles
shares, Campari will exercise its right pursuant to a statutory
process under Jamaica law to acquire all the remaining
shares, including from those shareholders who have not
accepted the Offer.
It should be noted that as of today the current percentage
of acceptance of the Offer is 96.32% of the issued ordinary
shares and 97.27% of the issued preferred shares in the
capital of Lascelles.
The Purchaser intends to delist Lascelles shares from the
Jamaican Stock Exchange, either shortly after closing the
Offer or at completion of the above compulsory acquisition
process.
This press release is for informational purposes only and does
not constitute a recommendation or offer to purchase, or a
solicitation of an offer to sell shares of Lascelles. The terms and
conditions of Campari’s offer are contained in the Offer
Circular dated 8 November 2012 delivered by the Purchaser to the
Lascelles Board, and the information in this press release
regarding the Offer is qualified by reference to the Offer
Circular. Copies of the Offer Circular are being mailed to
holders of Lascelles shares. Copies of the Offer Circular also can
be obtained from NCB Capital Markets Limited, at The Atrium, 32
Trafalgar Road, Kingston, Jamaica, which is acting as lead broker
in the Offer.
Press Release
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