Informa Group Plc
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO AUSTRALIA,
CANADA, JAPAN OR UNITED STATES
10 May 2004
Merger of Informa and Taylor & Francis
Completion of Merger, change of name to T&F Informa and commencement of dealings
in new T&F Informa Shares
The boards of Informa and Taylor & Francis are pleased to announce that the
Taylor & Francis Scheme of Arrangement required to effect the Merger between
Informa and Taylor & Francis became effective today and the Merger has
completed.
Commenting on the completion of the Merger, David Smith, Chairman of T&F
Informa, said:
"We have had strong support from shareholders for this merger and today marks
the beginning of T&F Informa. The Enlarged Group will provide a strong platform
from which to expand existing revenue streams, better capitalise on market
opportunities and deliver growth to our shareholders in a wider range of
economic conditions."
Peter Rigby, Chief Executive of T&F Informa, commented:
"We are looking forward to building an exciting new force in specialist
information, utilising a wide range of media. The Group has the clear potential
to become a major industry player over the next few years."
As a result of the Merger, 146,329,938 new T&F Informa shares have been issued
to former Taylor & Francis Shareholders. As of today, 298,340,260 ordinary
shares of 10p each are in issue.
Dealings in the new T&F Informa Shares issued to Taylor & Francis Shareholders
are expected to commence on the London Stock Exchange at 8:00 a.m. today. The
designation of T&F Informa has changed to TFI as a result of the change in name
to T&F Informa. The last day of dealings in Taylor & Francis Shares was 7 May
2004.
Any Taylor & Francis Shareholder who has any queries in relation to the above
should contact their financial adviser or Taylor & Francis' registrars, Capita
Registrars.
Board Changes
The board of T&F Informa plc announces the following board changes
which took effect today upon the Merger becoming effective:
James Wilkinson and Eric Barton have resigned from their positions; and
David Smith, Anthony Foye, Don Cruickshank and Derek Mapp have been appointed as
directors.
Accordingly, the board of T&F Informa plc comprises the following directors:
Name: Role:
David Smith Chairman
Peter Rigby Chief Executive
David Gilbertson Managing Director
Anthony Foye Finance Director
Richard Hooper* Non-executive Director
Don Cruickshank Non-executive Director
Sean Watson Non-executive Director
Derek Mapp Non-executive Director
* Senior non-executive director
The T&F Informa board reflects the complementary skills and experience of the
senior management of the two groups, who will each have clearly defined roles
within the organisation. The combined management team has broad experience of
successful acquisitions, business integration and organic growth delivery, both
in the UK and internationally, across the academic, scientific, professional and
commercial markets.
Details of each of the above directors are contained in the Listing Particulars
dated 19 March 2004, which were sent to both Informa Shareholders and Taylor &
Francis Shareholders.
The T&F Informa board is also currently seeking to appoint an additional
independent non-executive director to the board to give a total of five
non-executives.
Terms used in this announcement have the same meaning as in the Listing
Particulars dated 19 March 2004 which were sent to Informa Shareholders and
Taylor & Francis Shareholders.
Enquiries
Informa +44 20 7017 4302 Taylor & Francis +44 20 7583 9855
Peter Rigby David Smith
David Gilbertson Anthony Foye
Jim Wilkinson
Bell Pottinger +44 20 7861 3232 Financial Dynamics +44 20 7831 3113
John Coles Tim Spratt
Zoe Sanders Charles Palmer
Capita Registrars +44 20 8639 2157
*A Private Investor is a recipient of the information who meets all of the conditions set out below, the recipient:
Obtains access to the information in a personal capacity;
Is not required to be regulated or supervised by a body concerned with the regulation or supervision of investment or financial services;
Is not currently registered or qualified as a professional securities trader or investment adviser with any national or state exchange, regulatory authority, professional association or recognised professional body;
Does not currently act in any capacity as an investment adviser, whether or not they have at some time been qualified to do so;
Uses the information solely in relation to the management of their personal funds and not as a trader to the public or for the investment of corporate funds;
Does not distribute, republish or otherwise provide any information or derived works to any third party in any manner or use or process information or derived works for any commercial purposes.
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