ANNOUNCEMENT OF COMPULSORY ACQUISITION
OFFER UPDATE
Pearson plc
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE LAWS OF SUCH JURISDICTION
FOR IMMEDIATE RELEASE
7 July 2010
Recommended cash offer
by
Pearson plc
for
Melorio plc
COMPULSORY ACQUISITION OF OUTSTANDING MELORIO PLC SHARES
On 21 May 2010 Pearson plc ("Pearson") made an offer for the entire issued and to be issued ordinary share capital of Melorio plc ("Melorio") (the "Offer").
Pearson announces that by 6 July 2010 it owned, had received valid acceptances in respect of or otherwise contracted to acquire 39,778,713 Melorio Shares, representing approximately 99.3 per cent of the Melorio Shares to which the Offer relates.
Accordingly, having received more than 90 per cent in value of, and more than 90 per cent of the voting rights carried by, the Melorio Shares, Pearson is today despatching compulsory acquisition notices under sections 979 and 980 of the Companies Act 2006 to the holders of Melorio Shares who have not yet accepted the Offer. The transfer of the compulsorily acquired Melorio Shares to Pearson is expected to take place on or after 18 August 2010.
The Offer will remain open until further notice.
Terms defined in the Offer Document dated 21 May 2010 have the same meaning in this announcement unless the context otherwise requires.
Enquiries
Pearson plc |
+44 (0)20 7010 2310 |
Luke Swanson |
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Simon Mays-Smith |
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Charles Goldsmith |
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Lazard & Co., Limited (Financial Adviser to Pearson) |
+44 (0)20 7187 2000 |
Nicholas Shott |
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Giles Roshier |
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The availability of the Offer to persons outside the United Kingdom may be affected by the laws of other jurisdictions. Such persons should inform themselves and observe any applicable requirements of those jurisdictions. Any failure to comply with such restrictions may constitute a violation of the securities law of any such jurisdiction.
Lazard, which is regulated in the United Kingdom by the Financial Services Authority, is acting as financial adviser to Pearson and no-one else in connection with the Acquisition and will not be responsible to anyone other than Pearson for providing the protections offered to clients of Lazard nor for providing advice in relation to the Acquisition.