Emerson Electric Co. and Chloride Group PLC
AnnounceRecommended Cash Offer for Chloride
Group PLC
Not for Release, Publication or Distribution in Whole or in Part in, into or from Canada, Australia, Japan
or Any Other Jurisdiction Where to Do So Would Constitute a Violation of the Relevant Laws of Such
Jurisdiction
July 02, 2010 02:08 AM Eastern Daylight Time
LONDON--(EON: Enhanced Online News)--The boards of directors of Emerson Electric Co. (“Emerson”) and
Chloride Group PLC (“Chloride”) are pleased to announce that, following further discussions between them, the
board of directors of Chloride has resolved that it intends unanimously to recommend acceptance of the cash offer
(the “Offer”) announced by Emerson on 29 June 2010 for the entire issued and to be issued share capital of
Chloride. The Offer will be made by Rutherfurd Acquisitions Limited (the “Offeror”), a wholly owned subsidiary of
Emerson.
Under the terms set out by Emerson in the announcement of the Offer (the “Offer Announcement”), Chloride
shareholders will receive 375 pence in cash for each Chloride share. Chloride shareholders will also be entitled to
receive the final dividend of 3.3 pence per share as proposed by the board of directors of Chloride on 24 May
2010.
Consequently, the board of directors of Chloride has today withdrawn its recommendation of the offer by ABB Ltd
(“ABB”) of 325 pence per share in cash (and the entitlement to receive the final dividend referred to above) for the
entire issued and to be issued share capital of Chloride announced on 8 June 2010, and will adjourn indefinitely the
court and shareholder meetings scheduled for 16 July 2010 in connection with the ABB offer. Accordingly, Chloride
shareholders should take no further action in relation to the ABB scheme document and proxy forms which were
posted on 25 June 2010. Chloride has also today served notice on ABB that, following the withdrawal of the board
of Chloride's recommendation of ABB's offer, the Implementation Agreement dated