7th Oct 2005 06:00
7 October 2005LogicaCMG plcProposed Acquisition of Unilog S.A. and Rights IssuePublication of Unilog S.A.'s unaudited interim financial results for the sixmonths ended 30 June 2005On 19 September 2005, LogicaCMG announced that it had conditionally agreed toacquire approximately 32.3 per cent. of the issued share capital of Unilog andthat, subject to certain conditions, it proposes to acquire the remaining 67.7per cent. by way of a public tender offer to Unilog Shareholders (together, the"Acquisition"). LogicaCMG also announced, on 19 September 2005, that theAcquisition will be in part funded by way of a fully underwritten 1 for 2Rights Issue of up to 375,495,147 Rights Issue Shares and that it had posted aprospectus to Shareholders in connection with the Acquisition and the RightsIssue (the "prospectus").LogicaCMG plc ("LogicaCMG") notes that on 3 October 2005 Unilog S.A. ("Unilog")published, in French, its unaudited interim financial results for the sixmonths ended 30 June 2005 prepared under IFRS (the "Unilog 2005 Interims").Accordingly, the Board of LogicaCMG today announces its intention to post asupplementary prospectus to Shareholders, which, when published, will contain atranslation into English of the full text of the Unilog 2005 Interims, togetherwith a reconciliation of the financial information contained in the Unilog 2005Interims showing the material adjustments to the consolidated profit after taxand net assets for differences between Unilog's accounting policies under IFRSand LogicaCMG's accounting policies under IFRS.The Board of LogicaCMG currently expects to be able to post the supplementaryprospectus on, or before, 13 October 2005.A copy of the Unilog 2005 Interims in French, as well as a translation intoEnglish, is now available on LogicaCMG's website.Copies of the prospectus are, and (following publication) the supplementaryprospectus will be, available for inspection during normal business hours onMonday to Friday each week (public holidays excepted) until the Rights IssueShares are issued (expected to be on or around 7 November 2005) at theregistered office of LogicaCMG, Stephenson House, 75 Hampstead Road, London NW12PL and at the offices of Herbert Smith LLP, Exchange House, Primrose Street,London EC2A 2HS. Copies of the prospectus, and (following publication) thesupplementary prospectus, will be made available free of charge upon request.Certain terms used in this announcement are defined and have the same meaningsas in LogicaCMG's announcement dated 19 September 2005 and the prospectus, asappropriate, except where the context requires otherwise.For further information please contact:LogicaCMG LogicaCMG media relations - Carolyn Esser 020 7446 1786 (mobile: 07841 602391) LogicaCMG investor relations - Tony Richards/ 020 7446 4341 (mobile: 07733 Frances Gibbons 260393) Citigate Dewe Rogerson - Toby Mountford/Seb 020 7638 9571 Hoyle BNP PARIBAS, which is regulated in the United Kingdom by the Financial ServicesAuthority, is acting as joint financial adviser and underwriter to LogicaCMGand is acting for no-one else in connection with the Acquisition or the RightsIssue and will not be responsible to anyone other than LogicaCMG for providingthe protections afforded to customers of BNP PARIBAS nor for providing advicein connection with the Acquisition or the Rights Issue or the contents of thisannouncement or any other matter referred to therein.Merrill Lynch International, which is regulated in the United Kingdom by theFinancial Services Authority is acting as joint financial adviser, jointsponsor, joint corporate broker and underwriter to LogicaCMG and is acting forno-one else in connection with the Acquisition or the Rights Issue and will notbe responsible to anyone other than LogicaCMG for providing the protectionsafforded to customers of Merrill Lynch International nor for providing advicein connection with the Acquisition or the Rights Issue or the contents of thisannouncement or any other matter referred to herein.Hoare Govett, which is regulated in the United Kingdom by the FinancialServices Authority, is acting as joint sponsor, joint corporate broker andunderwriter to LogicaCMG and is acting for no-one else in connection with theAcquisition or the Rights Issue and will not be responsible to anyone otherthan LogicaCMG for providing the protections afforded to customers of HoareGovett nor for providing advice in connection with the Acquisition or theRights Issue or the contents of this announcement or any matter referred toherein.The release, publication or distribution of this announcement in certainjurisdictions may be restricted by law and therefore persons in suchjurisdictions into which this announcement is released, published ordistributed should inform themselves about and observe such restrictions.No offer, invitation or inducement to acquire shares or other securities inLogicaCMG is being made by or in connection with this announcement. Any offer,invitation or inducement to acquire shares in LogicaCMG will be made solely bymeans of the prospectus, published on 19 September 2005, as updated by anysupplementary prospectus, and any decision to keep, buy or sell shares inLogicaCMG should be made solely on the basis of the information contained insuch document(s).This announcement is not for distribution or transmission, directly orindirectly, in or into the United States, Canada, Australia, Japan or theRepublic of South Africa and does not constitute or form part of, an offer tosell or the solicitation of an offer to subscribe for or buy and any securities("Securities"), nor the solicitation of any vote or approval in anyjurisdiction, not shall there be any sale, issue or transfer of the Securitiesreferred to in this announcement in any jurisdiction in contravention ofapplicable law.The Securities have not been and will not be registered under the US SecuritiesAct of 1933, as amended (the "Securities Act") and may not be offered or soldin the United States unless registered under the Securities Act or an exemptionfrom such registration is available. No public offering of Securities of theCompany is being made in the United States.NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION INTO OR IN THE UNITED STATES,AUSTRALIA, CANADA, JAPAN OR THE REPULIC OF SOUTH AFRICAENDLOGICACMG PLCRelated Shares:
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