Villa Takeover Offer IN
Company Aston Villa PLC
Headline Recommended Cash Offer
Released 07:00 14-Aug-06
Aston Villa PLC
14 August 2006
Reform Acquisitions Limited
14 August 2006
Recommended Cash Offer
for Aston Villa plc ('Aston Villa')
by Reform Acquisitions Limited ('RAL')
Summary and Highlights
The Boards of RAL and Aston Villa are pleased to announce the terms of a
recommended cash offer by RAL to acquire the entire issued and to be issued
share capital of Aston Villa.
RAL, is an English company, which was newly incorporated for the purposes of making the Offer and which is ultimately controlled by Mr Randolph Lerner, owner of the Cleveland Browns Football Club, USA.
The Offer will be 547 pence in cash for each Aston Villa Share, valuing the existing issued share capital of Aston Villa at approximately £62.6 million.
The Offer represents a premium of approximately 47.24 per cent. to the Closing
Price of 371.5 pence per share on 16 September 2005 (being the last Business Day prior to the date of the commencement of the Offer Period) and a premium of approximately 9.95 per cent. to the Closing Price of 497.5 pence per share on 11 August 2006 (being the last Business Day prior to the date of this announcement).
The Board of Aston Villa, which has been so advised by Rothschild, consider the terms of the Offer to be fair and reasonable. In providing its advice to the Board of Aston Villa, Rothschild has taken into account the commercial assessments of the Aston Villa Directors.
The Board of Aston Villa intends unanimously to recommend that Aston Villa Shareholders accept the Offer, as the Aston Villa Directors (and certain members of their immediate families) have irrevocably undertaken to do in respect of their own beneficial shareholdings of Aston Villa Shares. Those holdings amount, in aggregate, to 4,111,514 Aston Villa Shares, representing approximately 35.91% of the existing issued share capital of Aston Villa.
In addition, RAL has received an irrevocable undertaking to accept the Offer from Trefick Limited in respect of a further 2,396,909 Aston Villa Shares, representing approximately 20.94 per cent. of the existing issued share capital of Aston Villa.
In aggregate, therefore, RAL has received irrevocable undertakings to accept the Offer in respect of 6,508,423 Aston Villa Shares, representing approximately 56.85 per cent. of the existing issued share capital of Aston Villa.