EMI Group PLC
24 April 2002
Not for release, publication or distribution in, or into, the United States,
Canada, Australia or Japan
EMI Group plc
Flotation of HMV Group plc
LONDON, 24 APRIL 2002 -- EMI Group plc ("EMI") is pleased to note that HMV Group
plc ("HMV") has today issued a price range prospectus for its global offer (the
"Global Offer") in relation to its proposed flotation on the London Stock
Exchange. The prospectus gives an indicative price range for the Global Offer of
190 to 220 pence per HMV ordinary share.
The currently expected offering structure, as reflected in the prospectus,
involves EMI offering part of its holding of ordinary shares in HMV in the
Global Offer. EMI would also grant UBS Warburg an overallotment option, at the
offer price, in respect of further ordinary shares in HMV.
At the mid-point of the price range, the net cash proceeds to EMI as a result of
the flotation would comprise the following elements:
• £69m, representing deferred and contingent consideration payable to EMI by HMV
on its listing under the terms of the 1998 sale agreement between EMI and HMV,
and the redemption of EMI's holding of senior preference shares in HMV;
• approximately £72m in respect of ordinary shares in HMV to be offered by EMI
in the Global Offer; and
• approximately £40m if the overallotment option were exercised in full.
Sale of all of the shares to be offered by EMI, including those comprised in the
overallotment option, would result in EMI having a residual holding of
approximately 11% in HMV following its flotation, which, based on an offer price
at the mid-point of the indicative price range, would have a value of
approximately £90m at flotation. This holding would be subject to lock-up
arrangements for six months from flotation.
The actual number of ordinary shares to be sold by EMI in the Global Offer, and
the price at which they are sold, will not be finalised until shortly before the
flotation and, therefore, the final value of the ordinary shares sold by EMI and
EMI's residual holding in HMV may be higher or lower than indicated in this
A further announcement will be made by EMI following a final decision as to the
pricing and other details of the Global Offer.
EMI Group plc
Amanda Conroy SVP, Corporate Communications 020 7667 3216
Siobhan Turner Director, Investor Relations 020 7667 3234
Brunswick Group Limited
Patrick Handley 020 7404 5959
The contents of this announcement, which have been prepared by and are the sole
responsibility of EMI Group plc, have been approved by UBS Warburg Ltd., a
subsidiary of UBS AG, solely for the purposes of Section 21(2)(b) of the
Financial Services and Markets Act 2000. This does not constitute a
recommendation regarding the Offering. The value of an investment may go down as
well as up. Potential investors should seek advice from an independent financial
adviser as to the suitability of the Offering for the individual concerned.
This announcement does not constitute, or form part of, an offer or invitation
to sell or issue, or any solicitation of an offer to purchase or subscribe for
securities and any subscription for or purchase of, or application for, shares
in HMV to be issued or sold in connection with the Offering should only be made
on the basis of information contained in the prospectus issued in connection
with the Offering and any supplements thereto. The prospectus contains certain
detailed information about HMV and its management, as well as financial
statements and other financial data.
This announcement does not contain or constitute an offer of securities for sale
in the United States. The securities referred to herein have not been and will
not be registered under the US Securities Act of 1933, as amended, and may not
be offered or sold in the United States except pursuant to an available
exemption from registration thereunder. No public offering of securities is
being made in the United States.
This announcement and the information contained herein is not for publication,
distribution or release in, or into, the United States, Canada, Australia or
Japan. Stabilisation / FSA.
This information is provided by RNS
The company news service from the London Stock Exchange