Coats Viyella plc

1. Title of report: Coats Viyella plc and Tootal Group plc(MMC - Cm 833)

2. Date of report: 25 September 1989 Published: 26 October 1989

3. Orders: N/A

4. Date of original undertakings: Press release: 3 August 1990

5. Companies giving undertakings: Coats Viyella plc

6. Details of undertakings: Divestment undertakings

(i) (a) to complete not later than 26 October 1990 the disposal of its domestic sewing thread business ('the Business') to Amann & Sohne GmbH in accordance with the terms of a sale agreement, an administrative services agreement, a supply agreement, and a trade mark licence all dated 2 July 1990 ('the Agreements');

(b) within 12 months of such disposal, to terminate the administrative services agreement comprised in the Agreements;

(ii) Following such disposal, except to such extent as is provided in the Agreements:

(a) not to acquire or hold: (1) any interest in the Business; or (2) any shares of or interest in the shares of any company carrying on or controlling the Business; or (3) any other interest carrying an entitlement to vote at meetings of any such company; or (4) other than in the ordinary course of business any assets of the Business;

(b) to ensure that none of its employees will hold any directorship or managerial position in any company carrying on or controlling the Business;

(c) not to participate in the formulation of the policy of any person carrying on or controlling the Business.

(iii) Following the disposal of all its shares in Gutermann and Company and Interfina AG ('Gutermann') not to acquire or hold:

(a) any shares of Gutermann or any interest in any such shares; or

(b) any other interest carrying an entitlement to vote at meetings of Gutermann; or

(c) other than in the ordinary course of business, any assets of Gutermann.

(iv) Until it has complied with undertaking (i) above:

(a) not to exercise more than 9.9 per cent of the voting rights in Tootal;

(b) not to acquire any shares of Tootal or any interest in such shares;

(c) to ensure that no Coats employee will hold any directorship or managerial position in Tootal and not to participate in the formulation of the policy of Tootal other than through the exercise of voting rights in accordance with paragraph (iv)(a) above.

7. Date of amendments: N/A

8. SIC code: 17.16 (Thread manufacture) 17.40/3 (Household textiles)

Back to: Mergers undertakings