14th Jul 2008 17:19
14 July 2008
RDF Media Group plc
("RDF Media" or the "Company")
Offer update
Further to the announcement of 24 April that the Independent Directors had received an indicative cash proposal from a consortium that includes the executive directors of RDF Media Group plc, the Company notes press comment this morning attributed to John de Mol.
The Company confirms that the consortium includes Cyrte Investment BV, an investment management company majority owned by Delta Lloyd BV, and ultimately by Aviva plc. Cyrte Investments BV manages funds on behalf of a number of limited partners, including Mr de Mol. Negotiations remain ongoing and further announcements will be made in due course.
Enquiries
Hogarth Partnership Limited
Andrew Jaques +44 (0)207 357 9477
Julian Walker
Vicky Watkins
Investec
Erik Anderson +44 (0)207 597 5970
David Currie
Ben Poynter
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 RDF Media, all dealings in any "relevant securities" of that company (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until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends.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 RDF Media, 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 RDF Media by the potential offeror, RDF Media 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.
Relevant Securities in Issue
In accordance with Rule 2.10 of the Code, RDF Media confirms that it has 41,744,850 Ordinary shares of 1 pence each in issue.
The ISIN reference for these securities is GB00B06F4062
Related Shares:
Aviva