Offer Update
GPG (UK) Holdings PLC
08 June 2004
For immediate release
Not for release, publication or distribution in whole or in part in or into the
United States, Canada, Japan or Australia
8 June 2004
GPG (UK) Holdings plc
Final* Partial Cash Offer for De Vere Group Plc
Offer Update
As at 3.00 p.m. on 7 June 2004 (being the second closing date of the Partial
Offer (as revised)):
- De Vere shareholders holding 2,445,035 De Vere Shares, representing
approximately 2.13 per cent. of De Vere's current issued ordinary share capital
(and 2.37 per cent. of the voting rights not held by GPG), had elected to accept
the Final* Partial Offer and approve it for the purpose of Rule 36.5 of the City
Code;
- De Vere shareholders holding 690 De Vere Shares, representing
approximately 0.00 per cent. of De Vere's current issued ordinary share capital,
had elected to accept the Final* Partial Offer but not approve it for the
purpose of Rule 36.5 of the City Code;
- De Vere shareholders holding 11,799,790 De Vere Shares, representing
approximately 10.29 per cent. of De Vere's current issued ordinary share capital
(and 11.44 per cent. of the voting rights not held by GPG), had not accepted the
Final* Partial Offer but elected to approve it for the purpose of Rule 36.5 of
the City Code; and
- De Vere shareholders holding 1,423 De Vere Shares, representing
approximately 0.00 per cent. of De Vere's current issued ordinary share capital,
had returned valid Forms of Acceptance electing neither to accept the Final*
Partial Offer nor approve it for the purpose of Rule 36.5 of the City Code.
Prior to the commencement of the Offer Period, the GPG Group held 11,446,406 De
Vere Shares, representing approximately 10.0 per cent. of De Vere's current
issued ordinary share capital. In addition, GPG had in place contracts for
differences which have no fixed expiry dates and which gave the GPG Group a
short position in respect of 222,737 De Vere Shares, representing approximately
0.19 per cent. of De Vere's current issued ordinary share capital.
Save as disclosed herein, immediately prior to the commencement of the Offer
Period, neither GPG, nor any person acting in concert with GPG, held any De Vere
Shares (or rights over such shares) and since the commencement of the Offer
Period neither GPG, nor any person acting in concert with GPG, has acquired or
agreed to acquire any De Vere Shares (or rights over such shares).
The Final* Partial Offer has been declared final* and extended until 1.00 p.m.
on 18 June 2004.
Enquiries:
GPG (UK) Holdings plc
Blake Nixon, Chairman 020 7484 3370
Weber Shandwick Square Mile 020 7067 0700
Kevin Smith / Josh Royston
The directors of GPG accept responsibility for the information contained in this
announcement. To the best of the knowledge and belief of the directors of GPG
(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.
Strand Partners Limited is acting for GPG and no-one else in connection with the
Final* Partial Offer and will not be responsible to anyone other than GPG for
providing the protections afforded to clients of Strand Partners Limited nor for
giving advice in relation to the Final* Partial Offer.
De Vere shareholders should be aware that their entitlement to participate in
the Final* Partial Offer depends on their being entered on the register of
members of De Vere at the Record Date. The Record Date could be any date between
now and 17 June 2004 (or such later date as may be agreed with the Panel)
depending on the number of acceptances received and the speed at which they are
received. Notwithstanding this, if a De Vere shareholder sells or purchases De
Vere Shares prior to the Record Date, they are requested to consult their
stockbroker, bank or other agent through whom the sale or purchase is effected
and refer to the instructions relating to Qualifying Purchases set out in
paragraph 5(h) of the letter from Strand Partners contained in the Increased
Offer Document as the purchaser may have an entitlement to participate in the
Final* Partial Offer.
Unless the context otherwise requires, terms used in this announcement shall
have the same meanings given to them in the Original Offer Document, the
Increased Offer Document and the circular to De Vere shareholders dated 8 June
2004.
* The Final* Partial Offer is final and will not be increased and/or amended,
except that GPG reserves the right to increase or otherwise amend the Final*
Partial Offer in the event of a competitive situation (as determined by the
Panel) arising, or the announcement of any information of the kind referred to
in Rule 31.9 of the City Code which leads to an extension of the offer
timetable, or otherwise with the consent of the Panel.
This information is provided by RNS
The company news service from the London Stock Exchange