Offer Update

RNS Number : 5170N

Pearson PLC

11 June 2010

 

ANNOUNCEMENT OF ACCEPTANCES AND EXTENSION OF THE OFFER

OFFER UPDATE

Pearson plc

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE LAWS OF SUCH JURISDICTION

FOR IMMEDIATE RELEASE

11 June 2010

Recommended cash offer

by

Pearson plc

for

Melorio plc

OFFER EXTENDED TO 18 JUNE 2010

On 21 May 2010, Pearson plc ("Pearson") made an offer (the "Offer") for the entire issued and to be issued ordinary share capital of Melorio plc ("Melorio").

Pearson announces that, as at 1.00 p.m. on 11 June 2010, valid acceptances had been received in respect of a total of 23,811,617 Melorio Shares, representing approximately 60.4 per cent. of the issued share capital of Melorio.  This total includes acceptances received in respect of 15,878,385 Melorio Shares (representing approximately 40.3 per cent. of the issued share capital of Melorio) which were subject to irrevocable commitments procured by Pearson.

As at 1.00 p.m. on 11 June 2010, Pearson and those persons acting in concert with it had interests in or rights to subscribe for Melorio relevant securities (or short positions in respect of Melorio relevant securities) as follows:

Name	Nature of interest	Number of relevant securities	Percentage of Melorio issued share capital
Pearson	Shares owned	7,968,435	20.2 per cent.
Lazard & Co., Limited	none
Citigroup Global Markets Limited	none
J.P. Morgan Cazenove Limited	none

As at 1.00 p.m. on 11 June 2010, Pearson had also contracted to acquire an additional 101,200 Melorio Shares, settlement of which is expected to take place as soon as practicable.

As at 1.00 p.m. on 11 June 2010, there were no Melorio Shares in respect of which Pearson had outstanding irrevocable commitments or letters of intent.

As at 1.00 p.m. on 11 June 2010, Pearson may count 31,780,052 Melorio Shares (representing 80.6 per cent. of the issued share capital of Melorio) towards satisfaction of the acceptance condition to its Offer.

Pearson also announces that the Offer has been extended to 1.00 p.m. on 18 June 2010.

Terms defined in the Offer Document dated 21 May 2010 have the same meaning in this announcement.

Enquiries

Pearson plc	[phone]
Luke Swanson
Simon Mays-Smith
Charles Goldsmith
Lazard & Co., Limited (Financial Adviser to Pearson)	[phone]
Nicholas Shott
Giles Roshier

This press release does not constitute an offer to sell or the solicitation of an offer to buy securities in any jurisdiction in which such an offer or solicitation would be unlawful.

The availability of the Offer to persons outside the United Kingdom may be affected by the laws of other jurisdictions.  Such persons should inform themselves and observe any applicable requirements of those jurisdictions.  Any failure to comply with such restrictions may constitute a violation of the securities law of any such jurisdiction.

Lazard, which is regulated in the United Kingdom by the Financial Services Authority, is acting as financial adviser to Pearson and no-one else in connection with the Acquisition and will not be responsible to anyone other than Pearson for providing the protections offered to clients of Lazard nor for providing advice in relation to the Acquisition.

 

END

 

 

OUPSFEFWFFSSESM