Capita Group PLC
24 October 2002
Not for release, publication or distribution in whole or in part in or into the
United States, Canada, Australia or Japan.
EMBARGOED UNTIL 7:00 AM 24 October 2002
Recommended Cash Offer by Schroder Salomon Smith Barney on behalf of The Capita
Group Plc ('Capita') for Mission Testing plc ('Mission Testing')
On 2 September 2002, Schroder Salomon Smith Barney on behalf of Capita offered
to purchase the entire issued and to be issued share capital of Mission Testing.
As at 23 September 2002, Capita had received valid acceptances in respect of
more than 90 per cent. of the Mission Testing Shares that were the subject of
the Offer. On 24 September 2002, Capita announced that the Offer had become
unconditional in all respects.
On 23 October 2002, Capita posted compulsory acquisition notices, pursuant to
section 429(4) of the Companies Act 1985, to Mission Testing Shareholders who
have not accepted the Offer. The transfer of Mission Testing Shares pursuant to
the compulsory acquisition will take place on 4 December 2002.
As previously announced on 24 September 2002, Mission Testing Shares ceased to
trade on AIM on 22 October 2002.
Schroder Salomon Smith Barney 020 7986 4000
Unless the context requires otherwise, defined terms used in this announcement
shall have the meanings given to them in the Offer Document dated 2 September
2002 sent to Mission Testing Shareholders.
The Offer is not being made, directly or indirectly, in or into, or by use of
the mails of, or by any means or instrumentality (including, without limitation,
telephonically or electronically) of interstate or foreign commerce of, or any
facility of a national securities exchange of, the United States, Canada,
Australia or Japan and will not be capable of acceptance by any such use, means,
instrumentality or facility. Accordingly, neither this announcement nor the
Offer Document nor the accompanying Form of Acceptance is being, and must not
be, mailed or otherwise forwarded, transmitted, distributed or sent in, into or
from the United States, Canada, Australia or Japan. Doing so may render invalid
any purported acceptance of the Offer. All Mission Testing Shareholders or other
persons (including nominees, trustees or custodians) who would or otherwise
intend to, or may have a contractual or legal obligation to, forward this
announcement or the Offer Document or the accompanying Form of Acceptance to any
jurisdiction outside the United Kingdom, should refrain from doing so and seek
appropriate professional advice before taking any action.
Salomon Brothers International Limited, trading as Schroder Salomon Smith Barney
('Schroder Salomon Smith Barney'), which is authorised by the Financial Services
Authority, is acting for Capita and no one else in connection with the Offer and
will not be responsible to any other person for providing the protections
afforded to clients of Schroder Salomon Smith Barney or for providing advice in
relation to the Offer.
The directors of Capita accept responsibility for the information for the
information contained in this announcement. To the best of the knowledge and
belief of the directors of Capita (who have taken all reasonable care to ensure
that such is the case), such information is in accordance with the facts and
does not omit anything likely to affect the import of such information.
This information is provided by RNS
The company news service from the London Stock Exchange