Offer Update

GPG (UK) Holdings PLC 18 June 2004 For immediate release Not for release, publication or distribution in whole or in part in or into the United States, Canada, Japan or Australia 18 June 2004 GPG (UK) Holdings plc Final Partial Cash Offer for De Vere Group Plc Offer Update As at 1.00 p.m. on 18 June 2004 (being the final closing date of the Partial Offer (as revised)): - De Vere shareholders holding 630,031 De Vere Shares, representing approximately 0.55 per cent. of De Vere's current issued ordinary share capital (and 0.61 per cent. of the voting rights not held by GPG), had elected to accept the Final Partial Offer and approve it for the purpose of Rule 36.5 of the City Code; - De Vere shareholders holding 757 De Vere Shares, representing approximately 0.00 per cent. of De Vere's current issued ordinary share capital, had elected to accept the Final Partial Offer but not approve it for the purpose of Rule 36.5 of the City Code; - De Vere shareholders holding 11,804,456 De Vere Shares, representing approximately 10.29 per cent. of De Vere's current issued ordinary share capital (and 11.43 per cent. of the voting rights not held by GPG), had not accepted the Final Partial Offer but elected to approve it for the purpose of Rule 36.5 of the City Code; and - De Vere shareholders holding 1,423 De Vere Shares, representing approximately 0.00 per cent. of De Vere's current issued ordinary share capital, had returned valid Forms of Acceptance electing neither to accept the Final Partial Offer nor approve it for the purpose of Rule 36.5 of the City Code. Prior to the commencement of the Offer Period, the GPG Group held 11,446,406 De Vere Shares, representing approximately 10.0 per cent. of De Vere's current issued ordinary share capital. In addition, GPG had in place contracts for differences which have no fixed expiry dates and which gave the GPG Group a short position in respect of 222,737 De Vere Shares, representing approximately 0.19 per cent. of De Vere's current issued ordinary share capital. Save as disclosed herein, immediately prior to the commencement of the Offer Period, neither GPG, nor any person acting in concert with GPG, held any De Vere Shares (or rights over such shares) and since the commencement of the Offer Period neither GPG, nor any person acting in concert with GPG, has acquired or agreed to acquire any De Vere Shares (or rights over such shares). The Final Partial Offer was subject to valid acceptances being received in respect of at least 28.5 million De Vere Shares by 1.00 p.m on 18 June 2004. Therefore, as at 1.00 p.m. today, the acceptance condition of the Final Partial Offer had not been satisfied and the Final Partial Offer has, accordingly, lapsed. Forms of Acceptance, share certificates and other documents of title received pursuant to the Partial Offers will be returned and appropriate instructions will be given to CRESTCo in respect of the transfer of escrow balances, in accordance with the terms of the Partial Offers. Enquiries: GPG (UK) Holdings plc Blake Nixon, Chairman 020 7484 3370 Weber Shandwick Square Mile 020 7067 0700 Kevin Smith / Josh Royston The directors of GPG accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the directors of GPG (who have taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information. Strand Partners Limited is acting for GPG and no-one else in connection with the Final Partial Offer and will not be responsible to anyone other than GPG for providing the protections afforded to clients of Strand Partners Limited nor for giving advice in relation to the Final Partial Offer. Unless the context otherwise requires, terms used in this announcement shall have the same meanings given to them in the Original Offer Document, the Increased Offer Document and the circular to De Vere shareholders dated 8 June 2004. This information is provided by RNS The company news service from the London Stock Exchange
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