| LPA Group PLC (“the Company”) |
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LPA announces it has applied for 50,000 ordinary shares of 10p each to be admitted to trading on AIM. The shares were issued pursuant to the exercise of share options (at an option price of 13p).
These shares will rank pari passu with the existing ordinary shares of the Company. Following admission the share capital of the Company will be 10,953,229 ordinary shares. Dealings are expected to commence on 9 November 2006. |
Issue of equity
Unsolicited Tender Offer
| LPA Group Plc (the ‘Company’) | ||||||
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1 November 2006
The following has been extracted from a letter sent to shareholders yesterday evening.
‘Unsolicited Tender Offer’
SHAREHOLDERS ADVISED TO TAKE NO ACTION
On Thursday, 26 October, your Board received notice of a tender offer from Andrew Perloff for up to 3,095,968 shares, representing 28.39% of our issued share capital, at 25p per share.
Your Board has had no direct contact with Mr Perloff or anyone connected with him. We are concerned that he is seeking to gain effective control of your company without launching a full offer for the company. Shareholders should note that the tender offer document, issued by his adviser, John East & Partners, on behalf of Mr Perloff, includes no mention whatsoever of the reasons behind this tender offer.
Shareholders should be aware that in the interim statement published on 22 June 2006, the unaudited balance sheet as at 31 March 2006 showed equity shareholders’ funds of £6.02 million, equating to 55.2p per share.
This figure does not take into account any uplift through the revaluation of our freehold property assets. Our 1.5 acre headquarters site at Saffron Walden, for example, is located in an area zoned for residential development and is believed by the Board to be worth substantially more than its current book value.
As announced in our formal response today to the tender offer, your Board will not be accepting in respect of its shareholdings, which total 1,169,540 shares(10.73% of the issued share capital).
The Group’s financial year closed on 30 September and your Board will be writing to you again shortly to update you on current trading, and to give you more details of our forward order book.
In the meantime, I strongly urge shareholders to follow our lead and to ignore this opportunistic tender offer.
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Tender Offer
| LPA Group Plc (the ‘Company’) |
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31 October 2006 LPA Group Plc (the ‘Company’) Tender Offer Document
The Board of LPA Group Plc note that John East and Partners acting on behalf Andrew Perloff have made a tender offer for up to 3,095,968 shares, or 28.39% of the issued share capital of the Group, at 25p per share.
Shareholders should be aware that in the interim statement published on 22 June 2006 the unaudited balance sheet as at 31st March 2006 showed Equity Shareholders’ Funds per share of 55.2p.
The Board of LPA Group Plc will not be accepting the tender offer in respect of their shareholdings which amount to 1,169,540 shares, or 10.73% of the issued share capital, and recommend that shareholderstake no action.
The Board will write to shareholders in the next few days to explain why they have rejected this tender offer in respect of their own holdings of shares in the Group and why shareholders should also not accept this tender offer. |