8th Dec 2005 11:12
NOT FOR DISTRIBUTION TO ANY U.S. PERSON OR ITALIAN PERSON OR TO ANY PERSON ORADDRESS IN THE UNITED STATES OR ITALYLIBERTY INTERNATIONAL PLC8 December 2005INVITATION TO HOLDERS OF LIBERTY INTERNATIONAL PLC ‚£240,000,000 3.95 PER CENT.CONVERTIBLE BONDS DUE 2010 TO APPLY FOR CONVERSION ON ENHANCED TERMSLiberty International PLC (the "Company") is inviting holders of all itsoutstanding 3.95 per cent. bonds due 2010 convertible into ordinary shares ofthe Company (the "Bonds") together with all unmatured coupons relating theretoto submit, in a modified Dutch Auction, an application for conversionspecifying a minimum cash amount that such Bondholders would be willing toaccept in consideration for converting each ‚£1,000 in original principal amountof Bonds beneficially held by such Bondholders, upon the terms and subject tothe conditions set forth in a Notice to Bondholders dated 8 December 2005 (the"Notice").The Auction Terms as set out in the Notice require holders of Bonds who wish toparticipate in the auction to complete an Application for Conversion. TheApplication for Conversion (including the Conversion Notice attached thereto)must be completed and be received by the Paying Agent, during the periodcommencing on 8 December 2005 and ending at 4.00 p.m. London time on 14December 2005 unless the period for the auction is extended or earlierterminated by the Company. The Bonds have the following security codes: ISINXS0176967262 and Common Code 017696726.The Company may, in its sole discretion, waive, amend (subject as provided inthe invitation to Bondholders), extend, terminate or withdraw the Auction.Enquiries:Liberty International PLC:David Fischel Chief Executive +44 (0)20 7960 1207Aidan Smith Finance Director +44 (0)20 7960 1210UBS Limited:James Eves Managing Director +44 (0)20 7568 3426James Geary Executive Director +44 (0)20 7568 2308Morgan Stanley & Co International Limited:Jonathan Lane Managing Director +44 (0)20 7425 4303Jean-Marc Jabre Associate +44 (0)20 7677 5076The distribution of the Notice in certain jurisdictions may be restricted bylaw. Restrictions apply to the United States, United Kingdom, Italy, Belgiumand France as set out in the Notice. Persons into whose possession the Noticecomes are required by the Company to inform themselves about, and to observe,any such restrictions.Each of UBS Limited and Morgan Stanley & Co. International Limited,respectively, is acting for the Company in the Auction and will not beresponsible to anyone other than the Company for providing the protectionsafforded to clients of UBS Limited and Morgan Stanley & Co. InternationalLimited, respectively, nor for providing advice in relation to the Auction.ENDLiberty International plcRelated Shares:
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