Michael Page International PLC
11 April 2001
DEALINGS BY SUBSTANTIAL SHAREHOLDERS
1) NAME OF COMPANY
MICHAEL PAGE INTERNATIONAL PLC
2) NAME OF SHAREHOLDER HAVING A MAJOR INTEREST
SPHERION (EUROPE) INC.
3) Please state whether notification indicates that it is in respect of
holding of the Shareholder named in 2 above or in respect of a
non-beneficial interest or in the case of an individual holder if it is a
holding of that person's spouse or children under the age of 18
FUNDS UNDER MANAGEMENT
4) Name of the registered holder(s) and, if more than one holder, the
number of shares held by each of them.
SPHERION (EUROPE) INC.
5) Number of shares/amount of stock acquired.
N/A
6) ( N/A %) of issued Class
7) Number of shares/amount of stock disposed
45,978,250
8) ( 12.26% ) of issued Class
9) Class of security
ORDINARY SHARES
10) Date of transaction
11/04/01
11) Date company informed
11/04/01
12) Total holding following this notification
NIL
13) Total percentage holding of issued class following this notification
NIL
14) Any additional information
N/A
15) Name of contact and telephone number for queries
JEREMY TATHAM 01753 849338
16) Name and signature of authorised company official responsible for
making this notification
Date of Notification 11th APRIL 2001
LETTER TO: MICHAEL PAGE INTERNATIONAL PLC
Part VI of the Companies Act 1985 (the 'Act')
This letter is to notify you pursuant to Part VI of the Act that Spherion
(Europe) Inc. of 2050 Spectrum Boulevard, Fort Lauderdale, Florida 33309, USA
has ceased to be interested in 45,978,250 ordinary shares of 1p each in the
capital of Michael Page International plc.
LETTER FROM: SPHERION (EUROPE) INC.
THIS DEED OF RELEASE is made on 11 April 2001 by:
1. SPHERION (EUROPE) INC. (the 'Selling Shareholder'), a Delaware limited
liability corporation whose registered office is at 2050 Spectrum Boulevard,
Fort Lauderdale, Florida 33309, USA; and
2. CREDIT SUISSE FIRST BOSTON EQUITIES LIMITED ('CSFB'), whose registered
office is at One Cabot Square, Canary Wharf, London E14 4QJ.
RECITALS:
(A) Pursuant to an agreement dated 28 March 2001 (the 'Underwriting Agreement')
between, inter alia, the Selling Shareholder and CSFB, the Selling Shareholder
granted CSFB the option to require the Selling Shareholder to sell as CSFB
directs up to 45,978,250 shares in Michael Page International plc (the 'Shares')
(the 'Over-Allotment Option').
(B) Pursuant to an agreement dated 28 March 2001 (the 'Stock Borrowing
Agreement') CSFB agreed with the Selling Shareholder to borrow, and has since
borrowed, from the Selling Shareholder 45,978,250 shares in Michael Page
International plc (the 'Borrowed Shares').
(C) Pursuant to a letter dated 6 April, CSFB exercised the Over-Allotment
Option in respect of all the Shares.
NOW THIS DEED WITNESSES as follows:
1. The Selling Shareholder hereby unconditionally and irrevocably releases CSFB
in full from all obligations under the Stock Borrowing Agreement in respect of
the Borrowed Shares, including in particular the obligation of CSFB to redeliver
securities equivalent to the Borrowed Shares to the Selling Shareholder but
excluding any obligation to pay any stock borrowing fee to the Selling
Shareholder in accordance with the Stock Borrowing Agreement.
2. Without prejudice to any other rights which CSFB may have against the
Selling Shareholder, CSFB hereby confirms that the entry into this deed by the
Selling Shareholder constitutes a discharge of the Selling Shareholder's
obligation under the Underwriting Agreement to deliver the Shares to CSFB
pursuant to the exercise of the Over-Allotment Option.
3. This deed may be executed in any number of counterparts and by the parties
to it on separate counterparts, each of which when so executed and delivered
shall be an original, but all the counterparts shall together constitute one and
the same instrument.
4. This deed is governed by English law.
DELIVERED as a deed on the date first above written.
EXECUTED AS A DEED
by a duly authorised officer
on behalf of
SPHERION (EUROPE) INC. Name: Roy Krause
Title: Executive Vice President
and Chief Financial
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