THE APPROACH, ANNOUNCEMENTS AND INDEPENDENT ADVICE
- PARAGRAPH 1 THE APPROACH
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PARAGRAPH 2 SECRECY BEFORE ANNOUNCEMENTS; THE TIMING AND CONTENTS OF ANNOUNCEMENTS
- 2.1 SECRECY
- 2.2 WHEN AN ANNOUNCEMENT IS REQUIRED
- 2.3 RESPONSIBILITIES OF BIDDERS AND THE TARGET
- 2.4 THE ANNOUNCEMENT OF A POSSIBLE OFFER
- 2.5 TERMS AND PRE CONDITIONS IN POSSIBLE OFFER ANNOUNCEMENTS
- 2.6 TIMING FOLLOWING A POSSIBLE OFFER ANNOUNCEMENT
- 2.7 THE ANNOUNCEMENT OF A FIRM INTENTION TO MAKE AN OFFER
- 2.8 STATEMENTS OF INTENTION NOT TO MAKE AN OFFER
- 2.9 ANNOUNCEMENT OF AN OFFER OR POSSIBLE OFFER TO BE PUBLISHED VIA THE ADGM WEBSITE
- 2.10 ANNOUNCEMENT OF NUMBERS OF RELEVANT SECURITIES IN ISSUE
- 2.11 IRREVOCABLE COMMITMENTS AND LETTERS OF INTENT
- PARAGRAPH 3 INDEPENDENT ADVICE
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PARAGRAPH 4 RESTRICTIONS ON DEALINGS
- 4.1 PROHIBITED DEALINGS BY PERSONS OTHER THAN THE BIDDER
- 4.2 RESTRICTION ON DEALINGS BY THE BIDDER AND CONCERT PARTIES
- 4.3 GATHERING OF IRREVOCABLE COMMITMENTS
- 4.4 DEALINGS IN TARGET SECURITIES BY CERTAIN TARGET CONCERT PARTIES
- 4.5 RESTRICTION ON THE TARGET ACCEPTING AN OFFER IN RESPECT OF TREASURY SHARES1
- 4.6 SECURITIES BORROWING AND LENDING TRANSACTIONS BY BIDDERS, THE TARGET AND THEIR CONCERT PARTIES
- PARAGRAPH 5 TIMING RESTRICTIONS ON ACQUISITIONS
- PARAGRAPH 6 ACQUISITIONS RESULTING IN AN OBLIGATION TO OFFER A MINIMUM LEVEL OF CONSIDERATION
- PARAGRAPH 7 CONSEQUENCES OF CERTAIN DEALINGS
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PARAGRAPH 8 DISCLOSURE OF DEALINGS AND POSITIONS
- 8.1 DISCLOSURE BY AN BIDDER
- 8.2 DISCLOSURE BY THE TARGET
- 8.3 DISCLOSURE BY PERSONS WITH INTERESTS IN SECURITIES REPRESENTING 1% OR MORE
- 8.4 DISCLOSURE BY CONCERT PARTIES
- 8.5 DISCLOSURE BY EXEMPT PRINCIPAL TRADERS
- 8.6 DISCLOSURE BY EXEMPT FUND MANAGERS WITH NO INTERESTS IN SECURITIES OF ANY PARTY TO THE OFFER REPRESENTING 1% OR MORE DEALING FOR DISCRETIONARY CLIENTS
- 8.7 DISCLOSURE OF NON-DISCRETIONARY DEALINGS BY PARTIES AND CONCERT PARTIES
- 8.8 DETAILS TO BE INCLUDED IN THE DISCLOSURE
- PARAGRAPH 9 THE MANDATORY OFFER AND ITS TERMS RULE 9