Announcement of Offer Price

Sports Direct International PLC 27 February 2007 Sports Direct International plc - Offer Price 27 February 2007 Not for release, publication or distribution directly or indirectly in or into, Australia, Canada, Japan or the United States This announcement is an advertisement and not a prospectus and investors should not subscribe for or purchase any shares referred to in this announcement except on the basis of information in the prospectus to be published by Sports Direct International plc (the "Company") today in connection with a proposed offer to institutional investors (the "Offer") of ordinary shares in the capital of the Company (the "Ordinary Shares"). Copies of the prospectus will, following publication, be available from the Company's registered office. Sports Direct International plc Offer Price of 300 pence per Ordinary Share and Market Capitalisation of £2,160 million((1)) Sports Direct International plc ("Sports Direct" or the "Group") today announces that the offer price of the Ordinary Shares to be issued under the Offer (the "Offer Price") has been set at 300 pence per Ordinary Share, resulting in a market capitalisation of £2,160 million. Following a roadshow in the UK, Continental Europe and the US, the Ordinary Shares have been placed with a broad range of institutional shareholders. The order book was more than 2.7 times subscribed at the Offer Price on the base issue size. Conditional dealing will commence on the London Stock Exchange at 8:00am today under the ticker symbol SPD. Listing and commencement of unconditional dealings is expected to take place at 8:00am on 2 March 2007. Sports Direct has granted an over-allotment option (the "Over-allotment Option") to Merrill Lynch International in connection with the Offer which may result in the issue of additional Ordinary Shares at the Offer Price. Dave Forsey, chief executive of Sports Direct, said: "We have enjoyed telling investors about the success of Sports Direct and are delighted that so many of them have chosen to take part in the Offer. This is demonstrated by the quality of the shareholder register. Sports Direct is an exciting and dynamic business. The management team will continue to focus on delivering the growth in both our retail and brands businesses that we have outlined in the prospectus." Summary of the Offer - Offer Price per Ordinary Share 300 pence - Number of Ordinary Shares in the Offer((2)) (the "Base Offer") 309.6 million - Percentage of enlarged issued share capital in the Base Offer 43 per cent - Over-allotment Option 15 per cent of the Base Offer - Gross proceeds from the Base Offer(2) £928.8 million - Gross proceeds post exercise of the Over-allotment Option ((3)) £1,068.1 million Prior to any exercise of the Over-allotment Option, Mike Ashley will own 57 per cent of the Group following the Offer. He has committed, subject to certain exceptions, not to sell any of his remaining holding for two years. Merrill Lynch International is sole global co-ordinator, bookrunner and sponsor to the listing. Citigroup and Credit Suisse are joint lead managers. Enquiries: Merrill Lynch International Rupert Hume Kendall Managing Director Chairman of Equity Capital Markets Simon Mackenzie-Smith Managing Director Head of UK Investment Banking Tel: +44 (0)20-7628-1000 Tulchan Susanna Voyle Kirstie Hamilton Tel: +44(0)20-7353-4200 Notes to editors: - Sports Direct is the UK's leading sports retailer by revenue and operating profit. As at 1 February 2007, the Group operated from 465 stores, of which 408 were located in the UK under a variety of fascias, including Sports World, Sports Direct, Original Shoe Company and Lillywhites. Internationally, the Group currently has stores in Belgium, Ireland, the Netherlands and Slovenia - The Group also owns a portfolio of internationally recognised sports and leisure brands, including Donnay, Dunlop, Kangol, Karrimor, Lonsdale and Slazenger, which are sold in its own stores and through third-party retailers and licensees - The Group's successful business model - leveraging Sports Direct's retail and brand expertise to enhance margins and cash flow - has been a key contributor to its rapid growth - Strategic add-on acquisitions - including Hargreaves, Gilesports and Streetwise and the stand-alone Original Shoe Company chain - have contributed to the development of Sports Direct as one of the largest sports retailers in Europe - Sports Direct targets a broad customer base and differentiates itself from its competitors through its reputation as a price leader in the sports retail sector - In the year to April 2006, the Group generated earnings before interest, tax, depreciation and amortisation of £145.1m((4)), from revenue of £1,189.2m The contents of this announcement, which have been prepared by and are the sole responsibility of Sports Direct International plc, have been approved solely for the purposes of section 21(2)(b) of the Financial Services and Markets Act 2000 by Merrill Lynch International of Merrill Lynch Financial Centre, 2 King Edward Street, London EC1A 1HQ. Merrill Lynch International, Citigroup and Credit Suisse are acting exclusively for Sports Direct and no one else in connection with the Offer. They will not regard any other person (whether or not a recipient of this announcement) as their client and will not be responsible to anyone other than Sports Direct for providing the protections afforded to their respective clients nor for giving advice in relation to the Offer, the contents of this announcement or any transaction or arrangement referred to herein. This announcement may not be distributed, directly or indirectly, in or into Australia, Canada, Japan or the United States. This announcement does not constitute or form part of an offer to sell or issue, or any solicitation of an offer to buy or subscribe for, any securities referred to herein. The Offer and the distribution of this announcement and other information in connection with the Offer in certain jurisdictions may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. The securities mentioned herein have not been, and will not be, registered under the US Securities Act of 1933 (the "Securities Act"), and may not be offered or sold in the United States (as such term is defined in Regulation S under the Securities Act) unless they are registered under the Securities Act or pursuant to an exemption from registration. No public offer of the Shares is being made in the United States. The price and value of securities may go up as well as down. Persons needing advice should contact a professional adviser. This announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "expects", "intends", "may", "will", "continue" or "should" or, in each case, their negative or other variations or comparable terminology. These forward-looking statements include matters that are not historical facts and include statements regarding the company's intentions, beliefs or current expectations concerning, among other things, Sports Direct's results of operations, financial condition, liquidity, prospects, growth, strategies and the outlook on the sports retail industry. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances. A number of factors could cause actual results and developments to differ materially from those expressed or implied by the forward-looking statements including, without limitation, the factors to be described in the risk factors section of the prospectus, and the factors to be described in the financial review and prospects section of the prospectus. Forward-looking statements may and often do differ materially from actual results. Any forward-looking statements in this announcement reflect Sports Direct's view with respect to future events as at the date of this announcement and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to Sports Direct's operations, results of operations, growth strategy and liquidity. Save as required by law or by the Listing Rules of the Financial Services Authority, Sports Direct undertakes no obligation publicly to release the results of any revisions to any forward-looking statements in this announcement that may occur due to any change in its expectations or to reflect events or circumstances after the date of this announcement. Information in this announcement or any of the documents relating to the Offer cannot be relied upon as a guide to future performance. -------------------------- ((1)) Based on 720.0 million Ordinary Shares in issue ((2)) Pre-exercise of the Over-allotment Option ((3)) Assuming Over-allotment Option is exercised in full ((4)) Pre-exceptional items and including income from associates This information is provided by RNS The company news service from the London Stock Exchange
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