Friday, May 9, 2008

CeNeS Pharmaceuticals plc - Potential Offer

Cambridge, UK , 5 February 2008: CeNeS Pharmaceuticals plc (the 'Company') (AIM: CEN) confirms that it is in discussions which may or may not lead to an offer for the Company. A further announcement will be made in due course.

Nomura Code Securities Limited is acting as the Company's financial advisor. JM Finn Capital Markets remains the Company's Nominated Advisor and Broker.

Enquiries please contact:
CeNeS Pharmaceuticals plc
Neil Clark, CEO
Tel: +44 (0)1223 266 466

Nomura Code Securities Limited
Jonathan Senior
Tel: +44 (0)207 776 1219

JM Finn Capital Markets
Geoff Nash
Tel: +44 (0)203 207 3215

The City Code on Takeovers and Mergers (the 'City Code')

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 21,920,192 ordinary shares of 30 pence each in issue under the ISIN code GB00B23MNL84.

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 CeNeS Pharmaceuticals plc, 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until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the 'offer period' otherwise ends.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 CeNeS Pharmaceuticals plc, 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 CeNeS Pharmaceuticals plc by CeNeS Pharmaceuticals plc, 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.'

Published: 5th Feb 2008 - 14:14:28
Modified: 7th Feb 2008 - 14:16:32