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PAION AG in Offer Period - Trading Restrictions |
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Corporate news announcement processed and transmitted by Hugin ASA.
The issuer is solely responsible for the content of this
announcement.
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Announced Offer for CeNeS Pharmaceuticals plc places PAION AG in
Offer Period requiring additional disclosures under UK Regulations
Aachen (Germany), 14 April 2008 - PAION AG (Frankfurt Stock Exchange,
Prime Standard: PA8, "PAION") announced on 10 April 2008 that it
intends to acquire Cambridge (UK) based CeNeS Pharmaceuticals plc. As
a result PAION is considered to be in an Offer Period as defined by
The City Code on Takeovers and Mergers (the "City Code"). As such the
following additional trading disclosure requirements apply to PAION
shareholders:
1) Rule 2.10 of the City Code
In accordance with Rule 2.10 of the City Code, the Company confirms
that it is has 16.755.552 ordinary shares of no par value with a
notional value of 1¤ each in issue under the ISIN code DE000A0B65S3.
2) Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the City Code, if any person is,
or becomes, "interested" (directly or indirectly) in 1% or more of
any class of "relevant securities" of PAION AG, all "dealings" in any
"relevant securities" of that company (including by means of an
option in respect of, or a derivative referenced to, any such
"relevant securities") must be publicly disclosed by no later than
3.30 pm (London time) on the London 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acceptances, lapses or is otherwise withdrawn or on which the "offer
period" otherwise ends.
If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire an "interest"
in "relevant securities" of PAION AG, they will be deemed to be a
single person for the purpose of Rule 8.3.
Under the provisions of Rule 8.1 of the City Code, all "dealings" in
"relevant securities" of PAION AG by PAION AG, or by any of their
respective "associates", must be disclosed by no later than 12.00
noon (London time) on the London 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, and the number
of such securities in issue, can be found on the Takeover Panel's
website at www.thetakeoverpanel.org.uk.
"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 City Code, which can also
be found on the 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, you should consult the Takeover Panel.
Contact PAION
Dr. Peer Nils Schroeder
Head of Investor Relations / Public Relations PAION AG
Martinstrasse 10-12
52062 Aachen - Germany
Tel. +49 241 4453-152
E-mail pn.schroeder@paion.de
www.paion.de
--- End of Message ---
PAION AG
Martinstrasse 10 - 12 Aachen Germany
WKN: A0B65S; ISIN:
DE000A0B65S3; Index: Prime All Share, CDAX;
Listed: Prime Standard in Frankfurter Wertpapierbörse, Amtlicher
Markt in Frankfurter Wertpapierbörse,
Freiverkehr in Bayerische Börse München, Freiverkehr in Börse
Stuttgart;
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