1st May 2007 07:03
Xchanging PLC01 May 2007 1 May 2007 Announcement of Exercise of Over-allotment Option: Xchanging plc ("Xchanging") In connection with the Global Offer in relation to the following OrdinaryShares: Xchanging plc ordinary shares of 5p each ("Ordinary Shares") ISIN Code: GB00B1VK7X76 UBS Limited, as stabilising manager, has today given notice to exercise in fullthe Over-allotment Option in respect of 12,628,031 existing Ordinary Shares inXchanging at the offer price of 240 pence per ordinary share. All of the netproceeds arising from the exercise of the Over-allotment Option will be payableto General Atlantic Partners. Including the exercise of the Over-allotment Option, the total size of theGlobal Offer is £232.36 million (96,814,905 Ordinary Shares), representing afree float of approximately 47.1 per cent of the issued share capital ofXchanging. Following the exercise of the Over-allotment Option, General AtlanticPartners will own in aggregate approximately 28.2 per cent. of the issued sharecapital of Xchanging. The Offer Price for the Ordinary Shares was set at 240 pence per share on 25April 2007. UBS Limited as stabilisation manager confirms that it has made no stabilisationtrades since the commencement of the stabilisation period at 8.00 a.m. on 25April 2007 and that no stabilisation trades will now be undertaken. UBS Limited contacts: Christopher Smith (Tel: +44 20 7568 4389) Trevor Franz (Tel: +44 20 7568 8379) Citigroup Global Markets Limited, Citigroup Global Markets U.K. Equity Limitedand UBS Limited are acting for Xchanging B.V. and Xchanging plc and no one elsein connection with the Global Offer and will not regard any other person astheir respective clients and will not be responsible to anyone other thanXchanging B.V. and Xchanging plc for providing the protections afforded to theirrespective clients nor for providing advice in relation to the Global Offer, thecontents of this announcement or any matters referred to herein. The information contained herein is not for publication or distribution in theUnited States, Canada, Australia or Japan. This announcement does not constituteor form part of an offer to sell or issue, or any solicitation of an offer tobuy or subscribe for any securities referred to herein. The securities referredto herein have not been and will not be registered under the U.S. Securities Actof 1933, as amended, (the "Act") and may not be offered or sold in the UnitedStates absent registration under that Act or an available exemption from it. TheCompany and the selling shareholders do not intend to register the securities orconduct a public offering in the United States. Securities in Xchanging plc have not been and will not be registered under theapplicable securities laws of Australia, Canada, or Japan and, absentappropriate exemptions may not be offered or sold within Australia, Canada, orJapan or to, or for the account or benefit of, citizens or residents ofAustralia, Canada, or Japan. The Global Offer and the distribution of this announcement and other informationin connection with the Global Offer in certain jurisdictions may be restrictedby law and persons into whose possession any document or other informationreferred to herein comes should inform themselves about and observe any suchrestriction. Any failure to comply with these restrictions may constitute aviolation of the securities laws of any such jurisdiction. This announcement does not constitute or form part of any offer or invitation tosell or issue, or any solicitation of any offer to purchase or subscribe for,any securities and any purchase of or application for securities of the Companypursuant to the Global Offer should only be made on the basis of the informationcontained in the prospectus issued in connection with the Global Offer (the "Prospectus"). The price and value of securities may go up as well as down.Persons needing advice should contact a professional adviser. In this announcement: "General Atlantic Partners" means General Atlantic Partners 55, L.P.;GAP-Xchange Partners, L.L.C., SCA; GAP Coinvestment Partners, L.P.; GAPCoinvestment Partners II, L.P.; General Atlantic Partners (Bermuda), L.P.;GapStar, LLC; GAPCo GMBH & Co. KG; and GAP-W International, L.P.. Information in this announcement or any of the documents relating to the GlobalOffer cannot be relied upon as a guide to future performance. END This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
XCH.L