Information  X 
Enter a valid email address

Booker PLC (BOK)

  Print      Mail a friend       Annual reports

Tuesday 20 June, 2000

Booker PLC

Offer Update

Booker PLC
20 June 2000


Not for release, publication or distribution in or into the United States of
America, Canada, Australia or Japan.

            RECOMMENDED MERGER OF ICELAND GROUP PLC AND BOOKER PLC            
                                                                              
                OFFER DECLARED UNCONDITIONAL AS TO ACCEPTANCES                

The Board of Iceland announces that as at 3.00 p.m. on 19 June 2000, being the
first closing date of the recommended offer for Booker, valid acceptances of
the Offer had been received in respect of a total of 159,437,218 Booker
Shares, representing approximately 64.2 per cent. of the issued share capital
of Booker. These acceptances include valid acceptances from certain Booker
Directors in accordance with the irrevocable undertakings to accept the Offer
given by them, in respect of an aggregate of 164,923 Booker Shares,
representing approximately 0.1 per cent. of Booker's issued share capital.

In accordance with the conditions of the Offer, the Board of Iceland (in
conjunction with the Board of Booker) has decided to declare the Offer
unconditional as to acceptances having acquired or agreed to acquire Booker
Shares carrying, in aggregate, more than 50 per cent. of the voting rights
exercisable at a general meeting of Booker.  The Offer will remain open for
acceptance until further notice.

Booker Shareholders who wish to accept the Offer but have not yet accepted the
Offer should despatch their completed Forms of Acceptance as soon as possible.

Save as disclosed in the Iceland Offer Document, neither Iceland nor any
person acting, or deemed to be acting in concert with Iceland owned or
controlled any Booker Shares (or rights over such shares) as at close of
business on 24 May 2000 (the last dealing day prior to commencement of the
offer period). During the offer period no person acting, or deemed  to be
acting in concert with Iceland has acquired or agreed to acquire Booker Shares
(or rights over Booker Shares).

The definitions used in this announcement shall, unless the context otherwise
requires, bear the same meaning as in the offer document posted by Iceland to
Booker Shareholders on 26 May 2000.

Enquiries:

N M Rothschild & Sons Limited     Hudson Sandler
Tony Allen                        Keith Hann
020 7280 5000                     020 7796 4133

Lazard                            Merrill Lynch              Brunswick Group
Charles Packshaw                  Richard Snow               Tom Kyte
020 7588 2721                     020 7628 1000              020 7404 5959



N M Rothschild & Sons Limited, which is regulated in the United Kingdom by The
Securities and Futures Authority Limited, is acting exclusively for Iceland
Group plc and for no one else in connection with the Merger and will not be
responsible to any person other than Iceland Group plc for providing the
protections afforded to customers of N M Rothschild & Sons Limited or for
providing advice in relation to the Merger.

Lazard, which is regulated in the United Kingdom by The Securities and Futures
Authority Limited, is acting exclusively for Booker plc and for no one else in
connection with the Merger and will not be responsible to any person other
than Booker plc for providing the protections afforded to customers of Lazard
or for giving advice in relation to the Merger.

Merrill Lynch International, which is regulated in the United Kingdom by The
Securities and Futures Authority Limited, is acting exclusively for Booker plc
and for no one else in connection with the Merger and will not be responsible
to any person other than Booker plc for providing the protections afforded to
customers of Merrill Lynch International or for giving advice in relation to
the Merger.

The Offer is not being made, directly or indirectly, in or into, or by use of
the mails, or by any means or instrumentality (including, without limitation,
facsimile transmission, telex or telephone) of interstate or foreign commerce,
or of any facility of a national securities exchange, of the United States,
Canada, Australia or Japan and cannot be accepted by any such use, means,
instrumentality or facility or from within the United States, Canada,
Australia or Japan. Accordingly, copies of this announcement are not being,
and must not be mailed or otherwise distributed or sent in or into the United
States, Canada, Australia or Japan. 

This document is not an offer of securities for sale in the United States and
the New Iceland Shares, to be issued pursuant to the Merger, have not been,
and will not be, registered under the United States Securities Act of 1933, as
amended, nor under the laws of any state of the United States, and the
relevant clearances have not been and will not be obtained from the relevant
authorities in Canada, Australia or Japan. Accordingly, New Iceland Shares may
not be offered, sold, resold, delivered or transferred directly or indirectly,
in or into such jurisdictions except pursuant to exceptions from applicable
requirements of such jurisdictions.