Offer Document Posted


 

TIDMDLD 
 
RNS Number : 1759Z 
Black Sea Global Properties Limited 
16 September 2009 
 

For Immediate Release 
Not for release, publication or distribution in or into the United States of 
America, Canada, Australia, the Republic of South Africa or Japan or any other 
jurisdiction where to do the same would constitute a violation of the relevant 
laws of such jurisdiction 
16 September 2009 
 
 
BLACK SEA GLOBAL PROPERTIES LIMITED 
 
MANDATORY CASH OFFER 
 
 
for 
 
DEUTSCHE LAND PLC 
Posting of Offer Document 
On 9 September 2009, the board of Black Sea Global Properties Limited ("BSGP") 
announced the terms of a mandatory cash offer, to be made by BSGP to acquire the 
entire issued and to be issued ordinary share capital of Deutsche Land plc 
("Deutsche Land") which is not already owned or otherwise contracted to be 
acquired by BSGP or any of its associates. The Offer Price is 12 pence in cash 
for each Deutsche Land Share. 
BSGP has today procured a non-binding letter of intent to accept the Offer from 
the Karoo Investment Fund S.C.A. SICAV-SIF in respect of, in aggregate, 
17,181,000 Deutsche Land Shares, representing approximately 5.17 per cent. of 
the existing issued ordinary share capital of Deutsche Land. 
The Offer Document and Form of Acceptance, which set out the full details and 
terms of the Offer, are today being posted to the shareholders of Deutsche Land. 
The first closing of the Offer is at 3.00 p.m. (London time) on 7 October 2009. 
To accept the Offer for Deutsche Land Shares held in certificated form, Deutsche 
Land Shareholders should complete, sign and return the Form of Acceptance, which 
accompanies the Offer Document, in accordance with the instructions contained 
therein and set out in the Offer Document. 
To accept the Offer for Deutsche Land Shares held in uncertificated form (that 
is, in CREST), Deutsche Land Shareholders should follow the procedure for 
electronic acceptance through CREST in accordance with the instructions set out 
in the Offer Document. 
Copies of the Offer Document, the Form of Acceptance and other documents on 
display for the purposes of the Offer are available for inspection during normal 
business hours on any business day at the offices of Berwin Leighton Paisner 
LLP, Adelaide House, London Bridge, London, EC4R 9HA throughout the period 
during which the Offer remains open for acceptance. 
Terms used in this announcement have the same meaning given to them in the Offer 
Document. 
A copy of this announcement and the Offer Document has been published on BSGP's 
website. They can be viewed at www.bsgproperties.com. 
 
 
Enquiries 
+----------------------------------------------+----+----------------------+ 
| Lazard & Co., Limited (Financial Adviser to  |    | +44 (0) 20 7187 2000 | 
| BSGP)                                        |    |                      | 
| Patrick Long                                 |    |                      | 
| Michael Bressler                             |    |                      | 
+----------------------------------------------+----+----------------------+ 
| Oriel Securities Limited (Broker to BSGP)    |    | +44 (0) 20 7710 7600 | 
| Tom Durie                                    |    |                      | 
| Sapna Shah                                   |    |                      | 
+----------------------------------------------+----+----------------------+ 
| Financial Dynamics                           |    | +44 (0) 20 7831 3113 | 
| Stephanie Highett                            |    |                      | 
| Richard Sunderland                           |    |                      | 
| Rachel Drysdale                              |    |                      | 
+----------------------------------------------+----+----------------------+ 
Lazard & Co., Limited ("Lazard"), which is regulated by the Financial Services 
Authority, is acting for BSGP in connection with the Offer and no-one else and 
will not be responsible to anyone other than BSGP for providing the protections 
afforded to customers of Lazard or for providing advice in relation to the 
Offer. 
Oriel Securities Limited ("Oriel"), which is regulated by the Financial Services 
Authority, is acting for BSGP in connection with the Offer and no-one else and 
will not be responsible to anyone other than BSGP for providing the protections 
afforded to customers of Oriel or for providing advice in relation to the Offer. 
This announcement and the information contained herein are not for publication 
or for release, or distribution, in whole or in part, in, into or from any 
jurisdiction where to do so would constitute a violation of the relevant laws of 
such jurisdiction. 
This announcement is for information purposes only and does not constitute an 
offer or an invitation to underwrite, subscribe for or otherwise acquire or 
dispose of any securities or investment advice. Past performance is no guide to 
future performance and persons needing advice should consult an independent 
financial adviser. 
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 Deutsche Land, all "dealings" in any "relevant securities" of 
Deutsche Land (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 
Deutsche Land, 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 Deutsche Land, by BSGP, or by any of its "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 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 in this summary of dealing disclosure requirements 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. 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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