20th Jun 2005 07:01
Eagerport Limited20 June 2005 Immediate Release 20 June 2005 This announcement is not for release, publication or distribution in or intoCanada, Australia or Japan. Recommended Cash Offer by KPMG Corporate Finance on behalf of the Offeror, a wholly owned indirect subsidiary of Anixter International Inc. and (in the United States) by the Offeror for Infast Group plc Extension of Offer and Level of Acceptances Further to the announcement on 26 May 2005 by Eagerport Limited (the "Offeror")of its Offer for all of the issued and to be issued ordinary share capital ofInfast Group plc ("Infast"), the Offeror announces that as at 1.00 p.m. (Londontime) on 17 June 2005, being the First Closing Date, it has received validacceptances of the Offer in respect of 95,644,845 Infast Shares, representing83.64 per cent of the entire existing issued ordinary share capital of Infast.The Offeror therefore announces it is extending the Offer for 21 days and thenext closing date for the Offer will be 1.00 p.m. (London time) on 8 July 2005. Included within these acceptances are acceptances in respect of 2,204,646 InfastShares, representing approximately 1.93 per cent of the entire existing issuedordinary share capital of Infast, which were the subject of irrevocableundertakings to accept the Offer from each of the Infast Directors in respect oftheir entire beneficial holdings of Infast Shares and the holdings of thosepersons connected with them. Also included within these acceptances are acceptances in respect of 57,826,516Infast Shares, representing approximately 50.57 per cent of the entire existingissued ordinary share capital of Infast, which were the subject of irrevocableundertakings to accept the Offer from certain other Infast Shareholders. As announced on 26 May 2005, the Offeror and Anixter received a non bindingletter of intent to accept the offer from Societe Generale Asset Management UKLimited in respect of 7,085,000 Infast Shares, representing approximately 6.20per cent of the entire existing issued ordinary share capital of Infast.Societe Generale Asset Management UK Limited announced on 31 May 2005 thatfollowing the sale of 2,150,000 Infast Shares on 27 May 2005, the number ofInfast Shares subject to the terms of this non-binding letter of intent was4,935,000. Whilst it is understood that Societe Generale Asset Management UKLimited have accepted the Offer in respect of their entire holding of 4,935,000Infast Shares, representing approximately 4.32 per cent of the entire existingissued ordinary share capital of Infast, it has not been possible to verify thisin the time available and further confirmation is being sought as to the extentto which the Societe Generale Asset Management UK Limited holding which is thesubject of the letter of intent is included in the valid acceptances referred toabove. A further announcement will be made as soon as practicable. Prior to the commencement of the Offer Period, neither the Offeror, nor anyperson deemed to be acting in concert with it, owned or controlled any InfastShares, or any rights over Infast Shares. Neither the Offeror, nor any persondeemed to be acting in concert with it, has acquired or agreed to acquire anyInfast Shares or any rights over Infast Shares during the Offer Period. Infast Shareholders who have not yet accepted the Offer, and who wish to do so,should accept the Offer as soon as possible and, in any event no later than 1.00p.m. (London time) on 8 July 2005. The procedures for acceptance of the Offerare set out on pages 14 to 16 of the Offer Document and in respect ofcertificated holders only, in the Form of Acceptance. Additional copies of theOffer Document and Form of Acceptance can be obtained from Capita Registrars(telephone 0870 162 3121, or +44 (0) 208 639 2157 if telephoning from outsidethe UK). Terms defined in the Offer Document dated 27 May 2005 have the same meaning inthis announcement save where the context requires otherwise. Enquiries: Anixter Dennis Letham Tel: +1 224 521 8601 KPMG Corporate Finance Charles E Cattaneo Tell: +44 (0) 121 232 3356 Buchanan Communications Charles Ryland Tel: +44 (0) 207 466 5000 James Strong Tel: +44 (0) 207 466 5000 KPMG Corporate Finance, a division of KPMG LLP which is authorised and regulatedby the Financial Services Authority for investment business activities, isacting for Anixter and the Offeror as financial adviser in relation to the Offerand is not acting for any other person in relation to the Offer. KPMG CorporateFinance will not be responsible to anyone other than Anixter and the Offeror forproviding the protections afforded to its clients or for providing advice inrelation to the contents of this announcement or any transaction or arrangementreferred to herein. This announcement does not constitute an offer or invitation to purchase anysecurities or the solicitation of an offer to buy any securities, pursuant tothe Offer or otherwise. The Offer is being made solely pursuant to the OfferDocument and the Form of Acceptance accompanying the Offer Document, whichcontain the full terms and conditions of the Offer, including details of how theOffer may be accepted. The Offer is not being made, directly or indirectly, in or into, or by use ofthe mails of, or by any means or instrumentality (including, without limitation,facsimile transmission, electronic mail, telex or telephone) of interstate orforeign commerce of, or any facilities of a national securities exchange ofCanada, Australia, Japan or any jurisdiction where to do so would violate thelaws in that jurisdiction and the Offer will not be capable of acceptance by anysuch use, means, instrumentality or facility, directly or indirectly from orwithin Canada, Australia, Japan or any such jurisdiction. The Offer in the United States is being made solely by the Offeror, and neitherKPMG LLP, KPMG Corporate Finance, nor any of its respective affiliates, ismaking the Offer in the United States. The members of the Anixter Offer Committee accept responsibility for theinformation contained in this announcement. To the best of the knowledge andbelief of the members of the Anixter Offer Committee (who have taken allreasonable care to ensure that such is the case), the information contained inthis announcement for which they accept responsibility is in accordance with thefacts and does not omit anything likely to affect the import of suchinformation. The Offeror Directors, accept responsibility for the information contained inthis announcement relating to the Offeror, the Offeror Directors and theirimmediate families and persons connected with them (within the meaning ofsection 346 of the Act). To the best of the knowledge and belief of the OfferorDirectors (who have taken all reasonable care to ensure that such is the case),the information contained in this announcement for which they acceptresponsibility is in accordance with the facts and does not omit anything likelyto affect the import of such information. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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