PlusNet offer update

BT Group PLC 02 January 2007 Not for release, publication or distribution, in whole or in part, in, into or from the United States, Canada or Japan, or any other jurisdiction where to do so would constitute a violation of the relevant laws of such other jurisdiction. ANNOUNCEMENT - FOR IMMEDIATE RELEASE BRITISH TELECOMMUNICATIONS PLC RECOMMENDED CASH OFFER FOR PLUSNET PLC 2 January 2007 OFFER UNCONDITIONAL AS TO ACCEPTANCES AND EXTENSION OF OFFER BT announces that, as at 1.00 p.m. on 29 December 2006, the second closing date of the Offer, BT owned or had received valid acceptances of the Offer in respect of a total of 28,647,534 PlusNet Shares, representing approximately 96.3 per cent. of the issued share capital of PlusNet and 90.3 per cent. of the PlusNet Shares to which the Offer relates on a fully diluted basis. Accordingly, the acceptance condition has been satisfied and the Offer is therefore unconditional as to acceptances. In addition, the Irish Competition Authority has cleared the proposed acquisition of PlusNet by BT. Accordingly, the condition of the Offer relating to clearance by the Irish Competition Authority has been satisfied. The Offer is still subject to certain other conditions, as set out in the Offer Document. The Offer has been extended and will remain open for acceptance until further notice. As at 1.00 p.m. on 29 December 2006, valid acceptances of the Offer had been received in respect of a total of 19,773,017 PlusNet Shares, representing approximately 66.4 per cent. of the issued share capital of PlusNet. On 16 November 2006, BT announced that it had received irrevocable undertakings and a letter of intent to accept the Offer from the PlusNet Directors and certain other PlusNet Shareholders in respect of, in aggregate, 7,507,508 PlusNet Shares, representing approximately 25.2 per cent. of the issued share capital of PlusNet. BT has received valid acceptances in respect of, or has acquired, all of the PlusNet Shares which are the subject of such irrevocable undertakings or letter of intent. In addition, BT holds 8,874,517 PlusNet Shares, representing approximately 29.8 per cent. of the issued share capital of PlusNet. PlusNet Shareholders who wish to accept the Offer, and who have not done so, should (in the case of PlusNet Shares which are not held in CREST) complete, sign and return their Form(s) of Acceptance in accordance with the instructions printed thereon or (in the case of PlusNet Shares which are held in CREST) effect an Electronic Acceptance, in each case as soon as possible. Save as disclosed above and in the announcements made by BT on 21 and 22 November 2006, no PlusNet Shares have been acquired or agreed to be acquired by or on behalf of BT or any person acting in concert with BT during the Offer Period and neither BT nor any person acting in concert with BT has the benefit of any irrevocable commitment or letter of intent in respect of any PlusNet Shares or has any interest in any PlusNet Shares, or any short position (whether conditional or absolute and whether in the money or otherwise and including any short position under a derivative), any agreement to sell, any delivery obligation, any right to require another person to purchase or take delivery in respect of any PlusNet Shares, any right to subscribe for any PlusNet Shares or any stock borrowing or lending arrangement in respect of any PlusNet Shares. None of the valid acceptances referred to above have been received from persons acting in concert with BT. Words and expressions which are defined in the offer document dated 17 November 2006 containing the Offer (the "Offer Document") apply to this announcement unless otherwise indicated. The directors of BT accept responsibility for the information contained in this Announcement. To the best of the knowledge and belief of the directors of BT, who have taken all reasonable care to ensure that such is the case, the information contained in this Announcement is in accordance with the facts and does not omit anything likely to affect the import of such information. Rothschild, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for BT and no-one else in connection with the Offer and will not be responsible to anyone other than BT for providing the protections afforded to its customers or for providing advice in relation to the Offer or in relation to the contents of this Announcement or any transaction or arrangement referred to herein. This Announcement is not intended to and does not constitute, or form any part of, an offer or an invitation to purchase or sell any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the Offer or otherwise. The Offer is made solely through the Offer Document, an advertisement placed in The Times (UK edition) on 18 November 2006 and the Form of Acceptance. The Offer Document and the Form of Acceptance were dispatched by BT to PlusNet Shareholders, other than certain Overseas PlusNet Shareholders, (and, for information only, to participants in the PlusNet Share Option Schemes) on 17 November 2006. The Offer Document and the Form of Acceptance contain the full terms and conditions of the Offer, including details of how to accept the Offer. Any acceptance or other response to the Offer should be made only on the basis of the information contained in the Offer Document and the Form of Acceptance. The laws of relevant jurisdictions may affect the availability of the Offer to overseas persons. Overseas persons, or persons who are subject to the laws of any jurisdiction other than the United Kingdom, should inform themselves about and observe any applicable legal and regulatory requirements. The Offer Document is available for public inspection in the United Kingdom. The Offer is not being made, directly or indirectly, in or into, or by use of the mails of, or by any means or instrumentality (including, without limitation, facsimile transmission, internet, email, telex or telephone) of interstate or foreign commerce of, or any facility of a national, state or other securities exchange of, the United States, Canada, Japan or any Prohibited Jurisdiction and, subject to certain exceptions, the Offer will not be capable of acceptance by any such use, means, instrumentality or facility or from within the United States, Canada, Japan or any Prohibited Jurisdiction. Accordingly, copies of the Offer Document, the Form of Acceptance and any related or accompanying document are not being, and must not be, directly or indirectly, mailed, distributed, forwarded, transmitted or otherwise sent, in whole or in part, in, into or from the United States, Canada, Japan or any Prohibited Jurisdiction, and persons receiving this Announcement (including, without limitation, custodians, nominees and trustees) must not distribute, mail, transmit, forward or send it in, into or from the United States, Canada, Japan or any Prohibited Jurisdiction. Doing so may render invalid any purported acceptance of the Offer. Persons receiving the Offer Document, the Form of Acceptance or any related or accompanying document (including custodians, nominees and trustees) should not distribute, mail, transmit, forward or send them or any of them in, into or from the United States, Canada, Japan or any Prohibited Jurisdiction or use such mails or any such means, instrumentality or facility for any purpose related to the Offer. This information is provided by RNS The company news service from the London Stock Exchange

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