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Black Sea makes cash offer for Rutley European Property

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Black Sea Global Properties, an indirect wholly owned subsidiary of Rompetrol Holding, has made a cash offer for Rutley European Property of six pence per share.

The offer will be made to acquire the entire issued and to be issued redeemable preference share capital of Rutley which is not already owned or otherwise contracted to be acquired by Black Sea.
 
The offer will be six pence in cash for each Rutley share, valuing the existing issued redeemable preference share capital of Rutley at approximately GBP12,555,000 and valuing Rutley at an enterprise value of approximately GBP446,578,000 including net debt of approximately GBP434,023,000 as at 31 December 2008.

The offer represents a premium of approximately 107 per cent to the closing price of 2.9p per Rutley share on 27 March 2009.

It also represents a premium of 100 per cent to the Rutley tender offer price of 3p per Rutley share in February 2009.

Black Sea originally approached the board of Rutley in March 2009 with a proposal to recapitalise Rutley prior to Rutley’s announcement on 30 March 2009 that it had received approaches which might or might not lead to an offer. On 17 April 2009, Black Sea announced that it had acquired 150,000 Rutley shares at 4.25p and was considering making an offer for Rutley.

Dinu Patriciu of Black Sea (pictured) says: ‘We are launching this offer at a time of ongoing uncertainty in European real estate markets. Our offer is designed to accommodate those shareholders who are seeking a cash exit as well as those who wish to remain invested. Assuming we achieve control of Rutley via the offer, we intend to stabilise the company’s financial position and take other measures to improve the company’s performance.’

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