06 April 2006
Posting of the offer document
The board of Clapham House announces that the document containing the formal recommended cash offer by Noble on behalf of Clapham House for the entire issued and to be issued share capital of Urban Dining (the “Offer Document”) and the Form of Acceptance has been posted to Urban Dining shareholders today. Copies of the Offer Document are available from the offices of Marriott Harrison, 12 Great James Street, London WC1N 3DR while the Offer remains open for acceptance.
The first closing date of the Offer is 1.00 p.m. on 27 April 2006.
In addition, Clapham House shareholders are today being sent a circular (the “Circular”), providing shareholders with information on the proposed placing to raise approximately £25.4 million (the ”Placing”), which is being carried out on a non pre-emptive basis to fund part of the consideration for the Offer, and convening an extraordinary general meeting of the Company (the “EGM”) for the purposes of increasing the authorised share capital of the Company and granting the directors the necessary authorities to effect the Placing. Further details of the Placing, together with the notice convening the EGM to be held at 9.30 a.m. on 2 May 2006 at the offices of Noble & Company Limited, 5th Floor, 120 Old Broad Street, London EC2N 1AR, are set out in the Circular.
Copies of the Circular are being posted to Clapham House shareholders today, and are available from the offices of the Company’s Nominated Adviser and Broker, Noble & Company Limited, 5th Floor, 120 Old Broad Street, London EC2N 1AR, free of charge, from today and for a period of one month following the date of admission of the new ordinary shares to be allotted under the Placing.
Enquiries:
The Clapham House Group PLC
David Page (Chairman) Tel: 07836 346934
Paul Campbell (Chief Executive) Tel: 07785 228299
Noble & Company Limited
(Financial Advisers to Clapham House)
Nick Naylor Tel: 0207 763 2200
Gainsborough Communications Consultancy
(PR Adviser to Clapham House)
Julian Walker/Andy Cornelius Tel: 020 190 1705
KBC Peel Hunt Ltd
(Financial Advisers to Urban Dining)
David Anderson/Nick Maslen Tel: 0207 418 8900
Noble & Company Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for The Clapham House Group PLC and for no-one else in connection with the Offer and will not be responsible to anyone other than The Clapham House Group PLC for providing the protections afforded to customers of Noble & Company Limited nor for giving advice in relation to the Offer or any other matter referred to in this announcement.
KBC Peel Hunt Ltd, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for Urban Dining plc and for no-one else in connection with the Offer and will not be responsible to anyone other than Urban Dining plc for providing the protections afforded to customers of KBC Peel Hunt Ltd nor for giving advice in relation to the Offer or any other matter referred to in this announcement.