4th Sep 2008 17:35
For immediate release
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO AUSTRALIA, CANADA, JAPAN OR UNITED STATES
Informa plc
Rejection of Indicative Offer
On 2 July 2008, Informa plc ("Informa" or the "Company") announced that a consortium comprising Providence Equity LLP, The Carlyle Group and Hellman & Friedman had approached Informa on 26 June 2008 with a proposal to acquire the share capital of Informa for 506p in cash (this proposed price assumed that no dividends or other distributions were declared and paid subsequent to the final dividend for the year ended 31 December 2007). Informa today announces that following a positive and extensive period of due diligence, it has received a fully-funded formal offer from a consortium comprising Providence Equity LLP, The Carlyle Group and The Blackstone Group at a reduced price of 450p which the Board of Informa has rejected. In the Board's opinion, the reduced price significantly undervalues Informa.
Looking forward, the Board of Informa believes that the Company continues to have great potential under the leadership of its strong management team. The Company's well balanced portfolio, with a significant and resilient subscription based business at its heart and its broad geographic reach provides considerable protection from any single weaker economy or vertical market. Equally the nature of this portfolio enables Informa to take advantage quickly of growth opportunities in strong markets. The Board therefore remains confident about the Group's prospects for the full year and the Company confirms that current trading is in line with the Board's expectations.
Derek Mapp, Chairman of Informa, commented:
"The board believes that the revised offer significantly undervalues Informa. Informa has attractive future prospects and is continuing to deliver growth across the business even in the face of a weaker economic environment. We have a first class management team to drive the business forward."
Peter Rigby, CEO of Informa, said:
"Interest in Informa has demonstrated the attractiveness of the Company's business model, the quality of its assets and people. The business going forward is well positioned to grow and deliver value to shareholders. The senior management team has clear focus and commitment to delivering our 2008 financial results and beyond."
Enquiries:
|
Informa Peter Rigby Adam Walker |
Telephone: +44 (0) 20 7017 5000 |
|
Greenhill & Co. International LLP (Financial adviser to Informa) Simon Borrows Rachel Clark |
Telephone: +44 (0) 20 7198 7400 |
|
Hoare Govett (Corporate broker to Informa) Paul Nicholls Sara Hale |
Telephone: +44 (0) 20 7678 8000 |
|
Merrill Lynch (Corporate broker to Informa) Mark Astaire |
Telephone: +44 (0) 20 7628 1000 |
|
Maitland (PR adviser to Informa) William Clutterbuck Emma Burdett |
Telephone: +44 (0) 20 7379 5151 |
Dealing disclosure requirements
Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if any person is, or becomes, "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of Informa, all "dealings" in any "relevant securities" of Informa (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which any offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of Informa, they will be deemed to be a single person for the purpose of Rule 8.3.
Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant securities" of Informa by any potential offeror or Informa, or by any of their respective "associates", must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction.
A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk.
"Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities.
Terms in quotation marks are defined in the Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Panel.
Related Shares:
Informa