PWR Powerleague

 

TIDMPWR 
 
RNS Number : 1342D 
Powerleague Group plc 
26 November 2009 
 

NOT FOR RELEASE, PUBLICATION 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. 
FOR IMMEDIATE RELEASE 
26 November 2009 
Recommended Acquisition 
by 
Patron Sports Leisure S.a.r.l. 
 (a company indirectly owned by Patron Capital 
L.P. III) 
of 
Powerleague Group plc 
Court sanction of Scheme and confirmation of Capital Reduction 
 
 
Powerleague Group plc ("Powerleague" or the "Company") announces that the High 
Court of Justice has today made an order sanctioning the Scheme by which Patron 
Sports Leisure's Acquisition of Powerleague is being implemented and confirming 
the reduction of Powerleague's share capital (save for the Excluded Shares) in 
connection with the Scheme. 
 
 
The Scheme will become Effective upon the Court Order being delivered to the 
Registrar of Companies (and the registration of such order (together with the 
Statement of Capital attached thereto) by the Registrar of Companies) which is 
expected to take place on 27 November 2009. 
 
 
With effect from 4.30 p.m. on 25 November 2009, Powerleague Shares were 
temporarily suspended from the London Stock Exchange.  The admission to trading 
on AIM of Powerleague Shares will be cancelled at 7.00 a.m. on 30 November 2009, 
not on 27 November 2009 as previously announced. 
 
 
A detailed timetable of events for the Scheme is set out in the scheme document 
dated 16 October 2009 (the "Scheme Document"). 
 
 
Copies of the Scheme Document are available for inspection during normal 
business hours on any business day at the offices of Osborne Clarke at One 
London Wall, London EC2Y 5EB, up to and including the Effective Date. 
 
 
Words and expressions defined in the Scheme Document shall, unless the context 
provides otherwise, have the same meanings in this announcement. 
 
 
 
 
 
 
Enquiries: 
 
 
+-----------------------------------------------+--------------------------+ 
| Ernst & Young LLP (Financial Adviser to       | Tel: +44 (0) 207 951     | 
| Powerleague)                                  | 2000                     | 
| Tim Medak                                     |                          | 
| Graham Swindells                              |                          | 
|                                               |                          | 
+-----------------------------------------------+--------------------------+ 
| Altium Capital Limited (Financial Adviser to  | Tel: +44 (0) 207 484     | 
| Patron Sports Leisure)                        | 4040                     | 
| Ben Thorne                                    |                          | 
| Sam Fuller                                    |                          | 
| Katherine Hobbs                               |                          | 
|                                               |                          | 
+-----------------------------------------------+--------------------------+ 
| Tavistock Communications Limited (PR adviser  | Tel: +44 (0) 207 920     | 
| to Powerleague)                               | 3150                     | 
| Lulu Bridges                                  |                          | 
| Paul Young                                    |                          | 
|                                               |                          | 
+-----------------------------------------------+--------------------------+ 
 
 
Ernst & Young LLP, which is authorised and regulated in the United Kingdom by 
the FSA, is acting exclusively for Powerleague and no one else in connection 
with the Acquisition and will not be responsible to anyone other than 
Powerleague for providing the protections afforded to clients of Ernst & Young 
LLP  nor for providing advice in relation to the Acquisition, the content of 
this announcement or any matter referred to herein. 
Altium Capital Limited, which is authorised and regulated in the United Kingdom 
by the FSA, is acting exclusively for Patron Sports Leisure and no one else in 
connection with the Acquisition and will not be responsible to anyone other than 
Patron Sports Leisure for providing the protections afforded to clients of 
Altium Capital Limited nor for providing advice in relation to the Acquisition, 
the content of this announcement or any matter referred to herein. 
 
 
Dealing disclosure requirements 
Under the provisions of Rule 8.3 of the Code, if any person is, or becomes, 
'interested' (directly or indirectly) in one per cent. or more of any class of 
'relevant securities' of Powerleague, all 'dealings' in any 'relevant 
securities' of Powerleague (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 p.m. (London time) on the London business day 
following the date of the relevant transaction. This requirement will continue 
until the date on which the Scheme becomes effective, 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 Powerleague, 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 Code, all 'dealings' in 'relevant 
securities' of Powerleague by Patron Sports Leisure or Patron Capital, 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 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 Code, which can also be found on the 
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 Panel. 
Publication on the Patron Capital and Powerleague websites 
A copy of this announcement is and will be available for inspection free of 
charge, subject to certain restrictions relating to persons resident in 
restricted jurisdictions, on Patron Capital's website at 
www.patroncapital.com/portfolio/patronsportsleisure.htm and Powerleague's 
website at www.powerleague.co.uk. 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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