23rd Feb 2005 09:36
WPP Group PLC23 February 2005 For Immediate Release 23 February 2005 WPP Group plc ("WPP") AGREEMENT REACHED WITH GREY DEBENTURE HOLDERS Further to the announcement dated 27 January 2005, WPP has now reached agreementwith holders of US$120.8 million (80.5%) of Grey's US$150 million 5% contingentconvertible subordinated debentures due 2033 (the "Debentures"), with respect tothe terms that will apply upon completion of WPP's acquisition of Grey. Underthe agreement, Grey will solicit consents from the holders of the Debentures tothe adoption of a supplemental indenture. A copy of the agreement, includingthe supplemental indenture, will be filed with the SEC by WPP on a Form 6-K. A consent solicitation statement describing the proposed terms and consent feewill be sent to Debenture holders shortly. Debenture holders may also obtaincopies of the consent solicitation statement by contacting Innisfree M&AIncorporated, the Information Agent for the consent solicitation, at212-750-5833 (Banks and Brokers) or 888-750-5834 (Debenture holders). A copy ofthe consent solicitation statement will also be available on Grey's website atwww.grey.com. INFORMATION In connection with the proposed merger, WPP has filed with the US Securities andExchange Commission (SEC) on January 31, 2005, Amendment No. 3 to RegistrationStatement on Form F-4 (SEC File No 333-119949), containing a definitive proxystatement/prospectus relating to the proposed merger for the stockholders ofGrey, and each of WPP and Grey has and will be filing other documents regardingthe proposed merger with the SEC. GREY STOCKHOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT/PROSPECTUSRELATING TO THE PROPOSED MERGER, WHICH IS AVAILABLE NOW, AND ANY OTHER RELEVANTDOCUMENTS FILED WITH THE SEC BECAUSE THEY CONTAIN AND WILL CONTAIN IMPORTANTINFORMATION. Grey stockholders may obtain the documents free of charge at the SEC's website(www.sec.gov). In addition, documents filed with the SEC by WPP may be obtainedfree of charge by contacting WPP at 125 Park Avenue, New York, NY 10017, 212 6322200. Documents filed with the SEC by Grey are available free of charge bycontacting Grey at 777 Third Avenue, New York, NY 10017, 212 546 2000. For further information: Feona McEwan +44 20 7408 2204Paul Richardson +44 20 7408 2204Fran Butera +1 212 632-2235 This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
WPP