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Euromoney Ins.InvPLC (ERM)

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Friday 04 August, 2006

Euromoney Ins.InvPLC

Offer for Metal Bulletin -Pt1

Euromoney Institutional InvestorPLC
04 August 2006

PART 1

                          OFFER FOR METAL BULLETIN PLC

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO AUSTRALIA, CANADA, JAPAN
                              OR THE UNITED STATES



EMBARGOED UNTIL 07.00



4 August 2006



    Recommended Final* Cash Offer for Metal Bulletin plc ('Metal Bulletin')

by Euromoney Institutional Investor (Ventures) Limited ('Euromoney Ventures'), a
        subsidiary of Euromoney Institutional Investor PLC ('Euromoney')



Highlights



•    The boards of Euromoney and Metal Bulletin are pleased to announce that
terms have been agreed for a recommended final* cash offer for the entire issued
and to be issued share capital of Metal Bulletin.



•    Under the terms of the Offer, Metal Bulletin shareholders will receive 400
pence in cash for every Metal Bulletin share held.



•    The Offer values the existing issued ordinary share capital of Metal
Bulletin at approximately £221 million.



•    The Offer represents:



•    a premium of 32.7 per cent. to Metal Bulletin's share price of 301.5 pence
at the close of business on 14 July 2006, the last Business Day prior to
Euromoney's original approach; and



•    a premium of 34.0 per cent. to Metal Bulletin's share price of 298.5 pence
at the close of business on 23 June 2006, the last Business Day before Metal
Bulletin and Wilmington announced the terms of their proposed merger.



•    A partial share alternative will be made available, which will allow Metal
Bulletin shareholders (other than Restricted Overseas Persons) to elect to
receive any proportion of the consideration to which they would otherwise be
entitled under the basic terms of the Offer in new Euromoney shares subject to
not more than 14 million new Euromoney shares being issued.



•    A loan note alternative will also be made available.



•    Metal Bulletin Shareholders will be entitled to retain the interim dividend
in respect of the six months ending 30 June 2006 which is expected to be
declared by no later than 29 August 2006.



•    The board of Euromoney believes that the Acquisition will create
significant value for its shareholders by creating a leading
business-to-business media company covering the financial and metals markets.



•    The board of Euromoney believes that there is significant scope for revenue
and operating efficiencies from the Acquisition.



•    The directors of Metal Bulletin have, conditional upon being released from
certain other undertakings which such persons have given, agreed that they will
enter into undertakings to accept the Offer in respect of Shares they hold
amounting to 473,510 Shares, representing approximately 0.9 per cent. of the
existing issued share capital of Metal Bulletin.



•    In addition, irrevocable undertakings or letters of intent to accept the
Offer have been received in respect of 16,677,589 Shares, representing
approximately 30.2 per cent. of the existing issued share capital of Metal
Bulletin.



•    The directors of Metal Bulletin, who have been so advised by Arden Partners
and Trillium Partners, consider the terms of the Offer to be fair and
reasonable.  However, the directors of Metal Bulletin are not expressing any
view on the Partial Share Alternative.  In providing their advice, Arden
Partners and Trillium Partners have taken into account the commercial
assessments made by the directors of Metal Bulletin.  Accordingly, the directors
of Metal Bulletin intend unanimously to recommend to Shareholders to accept the
Offer.



•    The Acquisition is a Class 1 transaction for Euromoney under the Listing
Rules and is therefore conditional, inter alia, on the shareholders of Euromoney
approving the Acquisition and certain matters relating to it at an extraordinary
general meeting.  Accordingly, a circular convening the extraordinary general
meeting will be posted to Euromoney shareholders when (or shortly after) the
Offer Document is posted to Metal Bulletin Shareholders.  The directors of
Euromoney intend to vote in favour of such necessary resolutions in respect of
all their registered, beneficial holdings of shares in Euromoney.



•    In addition, an irrevocable undertaking to vote in favour of the necessary
resolutions of Euromoney has been received from Daily Mail & General Trust plc
in respect of 62,147,624 Euromoney shares, representing 69.8 per cent. of
Euromoney's existing issued share capital.



Commenting on the Offer, Padraic Fallon, Chairman of Euromoney, said:



'We are delighted to announce this recommended offer. This is an exciting
opportunity to combine two of the UK's leading business-to-business and events
companies where there is a strong strategic fit, particularly given the
complementary mix of products such as Euromoney's Hedge Fund Intelligence and
Metal Bulletin's MARHedge. In addition, there are several avenues for growth
particularly from the cross-selling of each other's products, such as Metal
Bulletin's BCA research to Euromoney's financial customers, and increased
sponsorship and events revenues, as well as an enhanced platform for electronic
publishing for customers across the world.'





Anthony Selvey, Chairman of Metal Bulletin, said:



'We believe Euromoney's revised proposal at 400 pence cash per share fairly
reflects the achievements and prospects of Metal Bulletin.  The Offer also
provides a level of value and, importantly, a degree of immediate certainty
which we recognise as being important to our shareholders.  We hope that as part
of a larger group Metal Bulletin and its staff will continue to flourish and we
will look for a smooth transition of ownership.'





An analyst presentation will be held at 9:30 am on 4 August at the offices of
Dresdner Kleinwort, 30 Gresham Street, London EC2P 2XY.





Arden Partners and Trillium Partners are acting as financial advisers to Metal
Bulletin.  Dresdner Kleinwort is acting as financial adviser to Euromoney.



This summary should be read in conjunction with the attached announcement and
its appendices.



Appendix I sets out the Conditions and principal further terms of the Offer.
Appendix II contains source notes relating to certain information contained in
this announcement.  Appendix III contains details of those undertakings and
letters of intent which have been obtained by Euromoney from holders of Metal
Bulletin Shares to accept the Offer.  Certain terms used in this announcement
are defined in Appendix IV to this announcement.



* Note: Euromoney reserves the right to increase its Offer in the event that a
competitive situation arises as described in Note 3 to Rule 32.2 of the Takeover
Code.





Enquiries:



Euromoney



Padraic Fallon (Chairman)

Richard Ensor (Managing Director)

Colin Jones (Finance Director)

Christopher Fordham (Executive Director)



Tel:       +44 (0)20 7779 8888



Dresdner Kleinwort (financial adviser and broker to Euromoney)



Chris Treneman

Claude Herskovits

Sean Watherston



Tel:       +44 (0)20 7623 8000



Tulchan Communications (PR adviser to Euromoney)



Andrew Honnor

Peter Hewer



Tel:       +44 (0)20 7353 4200





Metal Bulletin



Anthony Selvey (Chairman)

Tom Hempenstall (Chief Executive)

Leslie-Ann Reed (Finance Director)



Tel:       +44 (0)20 7827 9977



Arden Partners (financial adviser and corporate broker to Metal Bulletin)

Chris Fielding

Steve Pearce

Jim Reed-Daunter (corporate broker)

Tel:       +44 (0)20 7423 8900



Trillium Partners (financial adviser to Metal Bulletin)



Stephen Routledge

Philip Mastriforte

Richard Finston



Tel:       +44 (0)20 7866 6044



Financial Dynamics (PR adviser to Metal Bulletin)



Charles Palmer

Tim Spratt

Tel:       +44 (0)20 7831 3113



This announcement is not intended to and does not constitute an offer or
invitation to purchase any securities or the solicitation of any vote or
approval in any jurisdiction pursuant to the Offer or otherwise.  The Offer will
be made solely through the Offer Document, which will contain the full terms and
conditions of the Offer, including details of how the Offer may be accepted.



Arden Partners plc, which is regulated and authorised in the United Kingdom by
the Financial Services Authority, is acting exclusively for Metal Bulletin in
connection with the Offer and no-one else and will not be responsible to anyone
other than Metal Bulletin for providing the protections afforded to clients of
Arden Partners plc or for providing advice in relation to the Offer.



Trillium Partners Limited, an appointed representative of Bourne Financial
Capital Limited, which is regulated and authorised in the United Kingdom by the
Financial Services Authority, is acting exclusively for Metal Bulletin in
connection with the Offer and no-one else and will not be responsible to anyone
other than Metal Bulletin for providing the protections afforded to clients of
Trillium Partners Limited or for providing advice in relation to the Offer.



Dresdner Kleinwort Wasserstein Limited, which is regulated and authorised in the
United Kingdom by the Financial Services Authority, is acting exclusively for
Euromoney in connection with the Offer and no-one else and will not be
responsible to anyone other than Euromoney for providing the protections
afforded to clients of Dresdner Kleinwort Wasserstein Limited or for providing
advice in relation to the Offer.



The directors of Euromoney accept responsibility for the information contained
in this announcement, other than that for which the directors of Metal Bulletin
accept responsibility as stated below.  Subject as aforesaid, to the best of the
knowledge and belief of the directors of Euromoney, having 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.



The directors of Metal Bulletin accept responsibility for the information
contained in this announcement in so far as it relates to Metal Bulletin (but
not the Enlarged Group), the directors of Metal Bulletin and their connected
persons.  Subject as aforesaid, to the best of the knowledge and belief of the
directors of Metal Bulletin, having taken all reasonable care to ensure that
such is the case, the information contained in this announcement for which they
take responsibility is in accordance with the facts and does not omit anything
likely to affect the import of such information.



Arden Partners plc and Trillium Partners Limited have given and not withdrawn
their written consent to the release of this announcement with the inclusion of
the reference to their names in the form and context in which they are included.



The distribution of this announcement in jurisdictions other than the UK may be
restricted by law and therefore any persons who are subject to the laws of any
jurisdiction other than the UK should inform themselves about, and observe, any
applicable requirements.  This announcement has been prepared for the purpose of
complying with English law and the City Code and the information disclosed may
not be the same as that which would have been disclosed if this announcement had
been prepared in accordance with the laws of jurisdictions outside the UK.



Unless otherwise determined by Euromoney, the Offer is not being, and will not
be, made, directly or indirectly, in or into or by the use of the mails of, or
by any other means (including, without limitation, electronic mail, facsimile
transmission, telex, telephone, internet or other forms of electronic or other
communication) of interstate or foreign commerce of, or any facility of a
national securities exchange of Australia, Canada, Japan or the United States or
any jurisdiction where to do so would violate the laws of that jurisdiction and
will not be capable of acceptance by any such use, means or facility or from
within any such jurisdiction.  Accordingly, unless otherwise determined by
Euromoney, copies of this announcement are not being, and must not be, directly
or indirectly, mailed, transmitted or otherwise forwarded, distributed or sent
in, into or from Australia, Canada, Japan or the United States or any other such
jurisdiction and persons receiving this announcement (including, without
limitation, custodians, nominees and trustees) must not mail or otherwise
distribute or send it in, into or from such jurisdiction, as doing so may
invalidate any purported acceptance of the Offer.  Any person (including,
without limitation, any custodian, nominee and trustee) who would, or otherwise
intends to, or who may have a contractual or legal obligation to, forward this
announcement and/or the Offer Document and/or any other related document to any
jurisdiction outside the United Kingdom should inform themselves of, and
observe, any applicable legal or regulatory requirements of their jurisdiction.



The Loan Notes to be issued pursuant to the Loan Note Alternative and the
Consideration Shares to be issued pursuant to the Partial Share Alternative have
not been, nor will they be, registered under the US Securities Act nor under any
laws of any state or other jurisdiction of the United States, the relevant
clearances have not been, and will not be, obtained from the securities
commission of any province of Canada and no prospectus has been lodged with, or
registered by, the Australian Securities and Investments Commission or the
Japanese Ministry of Finance or any other body outside of the UK.  Accordingly,
the Loan Notes and the Consideration Shares may not (unless an exemption under
the relevant securities laws is applicable) be offered, sold, resold, delivered
or transferred, directly or indirectly, in or into Australia, Canada, Japan or
the United States or any other jurisdiction if to do so would constitute a
violation of the relevant laws of, or require registration thereof in, such
jurisdiction or to, or for the account or benefit of, a person located in such
jurisdiction.



This announcement, including information included or incorporated by reference
in this announcement, may contain 'forward-looking statements' concerning
Euromoney and Metal Bulletin.  Generally, the words 'will', 'may', 'should', 
'continue', 'believes', 'expects', 'intends', 'anticipates' or similar
expressions identify forward-looking statements.  The forward-looking statements
involve an assessment of risks and uncertainties that could cause actual results
to differ materially from those expressed in the forward-looking statements.
Many of these risks and uncertainties relate to factors that are beyond the
abilities of either Euromoney or Metal Bulletin to control or precisely
estimate, such as future market conditions and the behaviours of other market
participants and, therefore, undue reliance should not be placed on such
statements.  Euromoney and Metal Bulletin assume no obligation and do not intend
to update these forward-looking statements, except as required pursuant to
applicable law.



To the extent permitted by applicable law and in accordance with normal UK
practice, Euromoney or their respective nominees, or brokers (acting as agents)
may from time to time make certain purchases of, or arrangements to purchase,
Shares otherwise than under the Offer, such as in open market or privately
negotiated purchases.  Such purchases, or arrangements to purchase, must comply
with English law, the City Code and the Listing Rules.  Any information about
such purchases will be disclosed as required in the UK and will be available
from the Regulatory News Service on the London Stock Exchange website,
www.londonstockexchange.com.



Dealing Disclosure Requirements

Under the provisions of Rule 8.3 of the City Code, if any person is, or becomes,
'interested' (directly or indirectly) in 1% or more of any class of 'relevant
securities' of Euromoney or Metal Bulletin, all 'dealings' in any 'relevant
securities' of Metal Bulletin, (including by means of an option in respect of,
or a derivative referenced to, any such 'relevant securities') must be publicly
disclosed by no later than 3.30 p.m. (London time) on the London Business Day
following the date of the relevant transaction.  This requirement will continue
until the date on which the offer becomes, or is declared, unconditional as to
acceptances, lapses or is otherwise withdrawn or on which the 'offer period'
otherwise ends.  If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire an 'interest' in 'relevant
securities' of Euromoney or Metal Bulletin, they will be deemed to be a single
person for the purpose of Rule 8.3.



Under the provisions of Rule 8.1 of the City Code, all 'dealings' in 'relevant
securities' of Euromoney or Metal Bulletin by Euromoney or Metal Bulletin, or by
any of their respective 'associates', must be disclosed by no later than 12.00
noon (London time) on the London Business Day following the date of the relevant
transaction.



A disclosure table, giving details of the companies in whose 'relevant
securities' 'dealings' should be disclosed, and the number of such securities in
issue, can be found on the Takeover Panel's website at 
http://www.thetakeoverpanel.org.uk.



'Interests in securities' arise, in summary, when a person has long economic
exposure, whether conditional or absolute, to changes in the price of
securities.  In particular, a person will be treated as having an 'interest' by
virtue of the ownership or control of securities, or by virtue of any option in
respect of, or derivative referenced to, securities.



Terms in quotation marks are defined in the City Code, which can also be found
on the Panel's website.  If you are in any doubt as to whether or not you are
required to disclose a 'dealing' under Rule 8, you should consult the Panel.




NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO AUSTRALIA, CANADA, JAPAN
                              OR THE UNITED STATES



EMBARGOED UNTIL 07.00



4 August 2006



    Recommended Final* Cash Offer for Metal Bulletin plc ('Metal Bulletin')

by Euromoney Institutional Investor (Ventures) Limited ('Euromoney Ventures'), a
        subsidiary of Euromoney Institutional Investor PLC ('Euromoney')



1.         Introduction



The boards of directors of Euromoney and Metal Bulletin are pleased to announce
that terms have been agreed for a recommended final* cash offer for the entire
issued and to be issued share capital of Metal Bulletin.



* Note: Euromoney reserves the right to increase its Offer in the event that a
competitive situation arises as described in Note 3 to Rule 32.2 of the Takeover
Code.



2.         Terms of the Offer



Under the terms of the Offer, which will be subject to the conditions and
further terms set out in Appendix I of this document and full terms and
conditions that will be set out in the Offer Document, Metal Bulletin
Shareholders will be entitled to receive 400 pence in cash for every Metal
Bulletin share held.



This Offer values the existing issued ordinary share capital of Metal Bulletin
at approximately £221 million.



A partial share alternative, which is described in more detail in paragraph 3
below, will also be made available to Metal Bulletin Shareholders (other than to
Restricted Overseas Persons).



Under the terms of the Offer, Metal Bulletin Shareholders will be entitled to
receive the Metal Bulletin interim dividend expected to be declared by no later
than 29 August 2006.  Euromoney confirms that in all discussions with the board
of Metal Bulletin it has been accepted that this interim dividend would be
retained by the Metal Bulletin Shareholders.  In addition, subject to the date
on which the Offer becomes wholly unconditional and in each case the date of the
relevant acceptance of the Offer, for those Shareholders who elect to receive a
proportion of their consideration in new Euromoney shares, such shares will be
eligible to receive Euromoney's final dividend for the year ending 30 September
2006.



A loan note alternative will also be made available to Shareholders (other than
to Restricted Overseas Persons).  Further details of the Loan Note Alternative
are set out in paragraph 4 below.



The Offer represents:



•         a premium of 32.7 per cent. to Metal Bulletin's closing share price of
301.5 pence on 14 July 2006, the last Business Day prior to Euromoney's original
approach; and



•         a premium of 34.0 per cent. to Metal Bulletin's share price of 298.5
pence at the close of business on 23 June 2006, the last Business Day before
Metal Bulletin and Wilmington announced the terms of their merger.



3.         Terms of the Partial Share Alternative



Metal Bulletin Shareholders (other than Restricted Overseas Persons) are also
being offered a Partial Share Alternative allowing them to elect to tender any
proportion of their Metal Bulletin Shares in exchange for ordinary shares in
Euromoney, in lieu of a corresponding part of the cash consideration to which
they would otherwise be entitled under the basic terms of the Offer.  For the
purposes of the Partial Share Alternative, each Consideration Share will have an
assumed value of 394.75 pence which was Euromoney's closing share price on 25
July 2006, the last Business Day before the announcement made by Euromoney of
the final proposed recommended offer for Metal Bulletin.  The Partial Share
Alternative will be subject to not more than 14 million new Euromoney shares
being issued under elections for the Partial Share Alternative.  This would
represent approximately 25 per cent. of the total value of the Offer based on
Euromoney's closing share price as at 25 July 2006.



If elections under the Partial Share Alternative are made for more than 14
million Consideration Shares, each Shareholder who has made such an election
will have their elected proportion reduced on a pro rata basis such that the
total number of Consideration Shares being issued does not exceed 14 million.



If the maximum number of Consideration Shares were issued, then the cash
component of the Offer would be £165.7 million.



The Partial Share Alternative is conditional upon the Acquisition becoming
effective and further details of the Partial Share Alternative will be included
in the Offer Document.



Fractions of Consideration Shares will not be allotted or issued to Shareholders
accepting the Offer and electing for the Partial Share Alternative.  Fractional
entitlements to new Euromoney shares will be rounded down and paid in cash.



4.         Terms of the Loan Note Alternative



Shareholders (other than Restricted Overseas Persons) will be entitled to elect,
as an alternative to all or part of the cash consideration to which they would
otherwise be entitled under the Offer, to receive Loan Notes issued by Euromoney
on the following basis:


For every £1 of cash consideration                    £1 nominal of Loan Notes



The Loan Notes, which will be governed by English law, will be unsecured
obligations of Euromoney.  The Loan Notes will bear interest from the date of
issue to the relevant holder of Loan Notes payable every 6 months in arrears
(less any tax required by law to be deducted or withheld therefrom) on 30 June
and 31 December in each year, at a rate per annum calculated to be 0.75 per
cent. below LIBOR as determined on the first Business Day of each such interest
period.



The Loan Notes will be redeemable at par (together with accrued interest) at the
option of the holders, in whole or in part, on interest payment dates commencing
on 30 June 2007.  Any Loan Notes outstanding on 31 December 2016 will be
redeemed at par (together with any accrued interest) on that date. Euromoney may
elect to redeem any Loan Notes on any earlier interest payment date if on or
after 30 June 2007 the aggregate nominal value of the Loan Notes then
outstanding is less than £50,000, or in certain limited circumstances. The Loan
Notes will only be transferable in limited circumstances and no application has
been, or will be, made for them to be listed, traded or dealt with on any stock
exchange.  Holders of the Loan Notes shall have the option to require Euromoney
to redeem the Loan Notes in a currency other than sterling on the terms to be
set out in the instrument constituting the Loan Notes.



The Loan Notes will be issued in integral multiples of £500 nominal. Fractional
entitlements to Loan Notes will be disregarded and will not be issued. Euromoney
reserves the right not to issue the Loan Notes where valid elections are
received for an aggregate of less than £100,000 in aggregate nominal value of
Loan Notes by the time the Offer has become or is declared unconditional in all
respects.  If insufficient elections are received, Shareholders who elected to
receive Loan Notes will instead receive cash consideration in accordance with
the terms of the Offer.



The Loan Notes to be issued pursuant to the Offer have not been, and will not
be, registered under the US Securities Act or under the securities laws of any
state or other jurisdiction of Australia, Canada, Japan or the United States.
Accordingly, the Loan Notes may not (unless an exemption under the relevant
securities law is applicable) be offered, sold, resold, delivered or
transferred, directly or indirectly, in or into Australia, Canada, Japan or the
United States (or any other jurisdiction if to do so would constitute a
violation of the relevant laws of, or require registration thereof in, such
jurisdiction) or to, or for the account or benefit of a person located in
Australia, Canada, Japan or the United States.



The Loan Note Alternative will be conditional on the Offer becoming or being
declared unconditional in all respects and will remain open for so long as the
Offer remains open for acceptance.  Full details of the Loan Notes and the Loan
Note Alternative will be contained in the Offer Document and the Form of
Acceptance.



5.         Background to, and reasons for, the Offer



Since 2001, Euromoney has consistently and successfully followed its stated
strategy:



•    to grow profits by driving top line growth from both new and existing
products;

•    to reduce its dependence on advertising by building more robust
subscription and repeat revenues;

•    to build a strong presence in the electronic distribution of information
and data;

•    to improve operating margins; and

•    to make acquisitions to strengthen Euromoney's market position in key
areas.



The acquisition of Metal Bulletin represents a significant step forward in the
implementation of this strategy. Metal Bulletin is a high-quality, high-margin,
subscription and data-driven business information provider and events company.
It has leading brands and strong market positions in its chosen specialist
sectors. The Euromoney board believes that the acquisition of Metal Bulletin
creates one of the world's leading business-to-business information and events
companies focussed on financial and metals markets. The transaction will
consolidate their respective leading positions in specialist business
information markets based on a strong portfolio of powerful brands.



In addition, the board of Euromoney believes that the following significant
benefits will accrue to the Enlarged Group from the acquisition:



The creation of a high-quality, well-balanced business with greater visibility
of revenues



The acquisition combines Euromoney's existing strengths in events and
sponsorship with Metal Bulletin's successful track-record of building
subscription-based revenue models. Based on the latest annual results for
Euromoney and Metal Bulletin, the pro forma combined group would have a
well-balanced split of revenues with approximately 32% derived from
subscription-based products, 35% from events and sponsorship income and 26% from
advertising.



Excellent strategic fit



The board of Euromoney has long admired the operations of Metal Bulletin, know
their people well and believe the two businesses represent an excellent
strategic fit. The combination will create a well-aligned portfolio of branded
products and services addressing complementary markets and customers across
their specialist fields. In addition, the board of Euromoney believes that the
close alignment of the businesses will make for a low-risk integration process.




Significant cross-selling opportunities and revenue synergies



The complementary nature of the businesses provides for significant
opportunities to enhance revenues through the cross-selling and up-selling of
products and services to the Enlarged Group customer base. In particular, the
board of Euromoney believes such opportunities exist in respect of BCA and ISI;
Futures and Options Week and EuroWeek and Derivatives Week; and also MAR Hedge
and Hedge Fund Intelligence and Institutional Investor. In addition, the board
of Euromoney believes there is a significant opportunity to leverage Euromoney's
strengths in sponsorship and events to increase revenues from Metal Bulletin's
businesses.



Enhanced international growth opportunities, particularly in emerging markets



Euromoney has offices in 22 countries worldwide, with particularly strong
representation in the US, South America, Eastern Europe and Asia, including
India and China.  Metal Bulletin now has offices in six countries.  The board of
Euromoney believes there is an opportunity to leverage its international
infrastructure and expertise to increase the penetration of Metal Bulletin
products and services in these territories, particularly in key emerging markets
in Asia and Eastern Europe.



Operational efficiencies and cost synergies



The acquisition is expected to generate certain operational efficiencies and
economies of scale, leading to significant cost synergies for the benefit of the
Enlarged Group. The board of Euromoney expects these to include:



•    improved buying terms from major suppliers, particularly across print,
distribution, venues, information technology and third-party data;

•    lower customer acquisition and marketing costs from merged databases and
cross-selling opportunities; and

•    overhead savings including inter alia public company overhead, information
technology, property and insurance.



Enhanced opportunities for electronic delivery of products



In recent years both Euromoney and Metal Bulletin have significantly developed
the digital delivery of content and services to customers. This includes
Euromoney's creation of an electronic Business Library and Metal Bulletin's
on-line price discovery and news services across its major brands. The board of
Euromoney believes that the Enlarged Group is therefore well-positioned to
benefit from this investment through:



•    enhanced customer retention due to the delivery of timely and value-added
data to the desk-top;

•    improved business models from lower delivery costs; and

•    a strong platform from which further to develop its electronic content.



Enhanced scale and acquisition opportunities



The board of Euromoney continues to believe that acquisitions will create
opportunities for the future development of the Enlarged Group.  The board
believes that through its enhanced operational and financial scale, the Enlarged
Group will be better placed to take advantage of in-fill acquisition and organic
growth opportunities.



6.         Financial Effects of the Acquisition



The Acquisition is expected to be earnings enhancing for Euromoney in its
financial year to 30 September 2007, the first full year following completion of
the Acquisition1.  Given the benefits of the Acquisition outlined above,
Euromoney is confident of the financial and trading prospects of the Enlarged
Group.



As stated in the interim unaudited financial statement of Euromoney at 31 March
2006, Euromoney had net debt of £75.5 million.  As at 31 December 2005, Metal
Bulletin had net debt of £6.2 million.



1.  This statement should not be interpreted to mean that earnings per share
will necessarily be greater than those for the relevant preceding financial
period of either Euromoney or Metal Bulletin.



7.         Background to, and reasons for, the recommendation



On 26 June 2006, Metal Bulletin announced a proposed nil premium merger with
Wilmington which the directors of Metal Bulletin considered to represent an
excellent opportunity to bring together two groups that are performing strongly
in buoyant business information and professional training markets to create an
excellent platform from which to drive growth in shareholder value.



Subsequent to that date, Metal Bulletin received an initial approach from
Euromoney which has culminated in the announcement today of a recommended cash
offer on behalf of Euromoney for the entire issued and to be issued share
capital of Metal Bulletin at 400 pence per share.



In comparing the Offer by Euromoney Ventures with the original merger proposal,
the directors of Metal Bulletin believe that the Offer provides Metal Bulletin
Shareholders with certainty of value at an appropriate level reflecting the
achievements and prospects of Metal Bulletin.



The Offer represents a premium of 32.7 per cent. to Metal Bulletin's closing
share price of 301.5 pence on 14 July 2006, the last Business Day prior to
Euromoney's original approach, and of 34.0 per cent. to Metal Bulletin's share
price of 298.5 pence at the close of business on 23 June 2006, the last Business
Day before Metal Bulletin and Wilmington announced the nil premium merger.



In light of the above, the directors of Metal Bulletin consider the terms of the
Offer to be fair and reasonable.



8.         Recommendation



The directors of Metal Bulletin, who have been so advised by Arden Partners and
Trillium Partners, consider the terms of the Offer to be fair and reasonable.
However, the directors of Metal Bulletin do not express any view on the terms of
the Partial Share Alternative.  In providing their advice, Arden Partners and
Trillium Partners have taken into account the commercial assessments of the
directors of Metal Bulletin.



In coming to this recommendation, the Metal Bulletin Directors have taken
account of the proposed merger between Metal Bulletin and Wilmington but the
Metal Bulletin Directors have decided that, in view of the value of the offer
from Euromoney Ventures, they should recommend Euromoney's offer.



Accordingly, the directors of Metal Bulletin will unanimously recommend to
Shareholders to accept the Offer as they have irrevocably undertaken to do (as
soon as they are contractually permitted to) in respect of 473,510 of their own
Shares (representing approximately 0.9 per cent. of the existing issued share
capital of Metal Bulletin).



9.         Undertakings and letters of intent to accept the Offer



The directors of Metal Bulletin have, conditional upon being released from
certain other undertakings which such persons have given, agreed that they will
enter into undertakings to accept the Offer in respect of Shares they hold
amounting to 473,510 Shares, representing approximately 0.9 per cent. of the
existing issued ordinary share capital of Metal Bulletin.  These undertakings
will cease to be binding only if the Offer lapses or is withdrawn and remain
binding in the event that a higher competing offer for Metal Bulletin is made.



Euromoney has also received irrevocable undertakings to accept the Offer in
respect of a total of 7,585,459 Shares, representing approximately 13.7 per
cent. of the existing issued share capital of Metal Bulletin.  These
undertakings will lapse:

(a)     in the case of undertakings received in respect of 2,335,000 Shares,
representing approximately 4.2 per cent. of the existing issued share capital of
Metal Bulletin, if a third party announces a non pre-conditional cash offer in
accordance with Rule 2.5 of the Code at a value equal to or in excess of 420
pence per Share plus the amount of any Interim Dividend, or if the Offer lapses
or is withdrawn;

(b)     in the case of undertakings received in respect of 3,303,283 Shares,
representing approximately 6.0 per cent. of the existing issued share capital of
Metal Bulletin, if a third party announces a cash offer in accordance with rule
2.5 of the Code at a value equal to or in excess of 420 pence per Share, or if
the Offer lapses or is withdrawn; and

(c)     in the case of undertakings received in respect of 1,947,176 Shares,
representing approximately 3.5 per cent. of the existing issued share capital of
Metal Bulletin, if a third party announces an offer in accordance with Rule 2.5
of the Code at a value equal to or in excess of 410 pence per Share (plus the
amount of any interim dividend), or if the Offer lapses or is withdrawn.

In addition, Euromoney has received letters of intent to accept the Offer in
respect of a total of 9,092,130 Shares, representing approximately 16.5 per
cent. of the existing issued ordinary share capital of Metal Bulletin.

Accordingly, Euromoney has received irrevocable undertakings, letters of intent
or conditional commitments to enter into undertakings on the terms set out above
in respect of, in aggregate, 17,151,099 Shares, representing 31.0 per cent. of
Metal Bulletin's existing issued share capital.



Further details of these undertakings and letters of intent are set out in
Appendix III to this announcement.



10.        Euromoney Extraordinary General Meeting



The Acquisition is a Class 1 transaction for Euromoney under the Listing Rules
and is therefore conditional, inter alia, on the approval by Euromoney
shareholders of the Acquisition at an extraordinary general meeting.
Accordingly, a circular convening the extraordinary general meeting will be
posted to Euromoney shareholders when (or shortly after) the Offer Document is
posted to Metal Bulletin Shareholders.  The directors of Euromoney intend to
vote in favour of such necessary resolutions in respect of all their registered,
beneficial holdings of shares in Euromoney.



In addition, an irrevocable undertaking to vote in favour of the necessary
resolutions has been received from Daily Mail & General Trust plc in respect of
62,147,624 Euromoney shares, representing 69.8 per cent. of Euromoney's existing
issued share capital.



11.        Financing the Offer



The cash consideration payable under the Offer will be funded by a loan to
Euromoney from a subsidiary of Daily Mail & General Trust plc, Euromoney's
principal shareholder.  Daily Mail & General Trust plc has arranged bank
facilities from a number of third party banks to facilitate the loan to
Euromoney.



The total cash consideration payable on a fully diluted basis would be
approximately £224.6 million.



Dresdner Kleinwort, financial adviser to Euromoney, is satisfied that the
necessary financial resources are available to Euromoney to enable the cash
consideration payable to Metal Bulletin Shareholders under the terms of the
Offer to be satisfied in full.



12.        Information on Euromoney



Euromoney is a leading international business-to-business media group focused
primarily on the international financial sector. It publishes more than 70
magazines, newsletters and journals, including the leading financial market
titles Euromoney and Institutional Investor. It also runs an extensive portfolio
of conferences, membership organisations, seminars and training courses and is a
leading provider of electronic information and data covering international
financial and emerging markets. Its main offices are located in London, New York
and Hong Kong and nearly half its revenues and profits are derived from the
United States.



•         Financial Publishing: an extensive portfolio of titles covering the
international capital markets and specialist financial subjects. Products
include magazines, newsletters, journals, research, directories and books. The
company's leading brands include: Euromoney, Institutional Investor, EuroWeek,
Latin Finance, Asiamoney, Global Investor, Project Finance, Trade Finance, Air
Finance and the hedge fund titles Alpha, EuroHedge, InvestHedge, AsiaHedge and
Absolute Return.



•         Business Publishing: specialist magazines and other publications
covering the legal, energy and pharmaceutical sectors. Its leading brands
include: International Financial Law Review, International Tax Review, Managing
Intellectual Property, Petroleum Economist, World Oil, Hydrocarbon Processing
and Med Ad News.



•         Training: Euromoney offers a comprehensive range of banking, finance,
legal and energy training courses under the Euromoney, DCGardner and Petroleum
Economist brands. Courses are run all over the world from offices in London, New
York and Hong Kong for financial institutions, corporates and the public sector.



•         Conferences and Seminars: Euromoney runs a large number of sponsored
conferences for the international financial markets, mostly under the Euromoney,
Institutional Investor and Information Management Network brands. Many of these
conferences are the leading annual events in their sector and provide sponsors
with a high quality programme and speakers, and outstanding networking
opportunities. Such events include: the Global Borrowers and Investors Forum;
the International Bond Congress; and the Super Bowl of Indexing; and for the
asset-backed securities market, Global ABS, ABS East and ABS West. In the energy
sector, Euromoney runs the world's leading annual coal conference, Coaltrans.
Institutional Investor runs a series of exclusive membership organisations for
senior executives in the investment management industry.



•         Databases and Information Services: Euromoney's US subsidiary,
Internet Securities, Inc. ('ISI') provides the world's most comprehensive
service for news and data on global emerging markets. In 2005, ISI acquired
CEIC, one of the leading providers of time-series macro-economic data for Asia.
Euromoney also provides a number of database products for financial markets,
mostly run as joint ventures with its AIM-listed partner, Dealogic.





As at 3 August 2006 (the last Business Day before the date of this
announcement), Euromoney had a market capitalisation of approximately £360
million.  For the year ended 30 September 2005, Euromoney reported turnover of
£196 million (2004: £175 million); Adjusted profit before tax2 of £37.1 million
(2004: £28.0 million); Adjusted earnings per share3 of 35.6 pence (2004: 26.8
pence) and as at 30 September 2005 had gross assets of £155 million.  In the six
months to 31 March 2006, Euromoney reported revenues of £103 million, Adjusted
profit before tax2 of £13.5 million; Adjusted earnings per share3 of 10.8 pence
and as at 31 March 2006 had gross assets of £173 million.



2.  Adjusted profit before tax = profit before tax, goodwill amortisation,
impairment of goodwill, exceptional items and Capital Appreciation Plan expense.

3.  Adjusted earnings per share = earnings per share before goodwill
amortisation, impairment of goodwill and exceptional items.



13.        Current Trading



In its interim results for the six months to 31 March 2006, which were announced
on 18 May 2006, Euromoney made the following statement on current trading:



'The positive trends of the first half have continued into the third quarter and
forward bookings for advertising, sponsorship and delegates are all ahead of the
same time last year.'



The board of Euromoney confirms that Euromoney has continued to perform well
since that date and that trading continues to remain in line with management
expectations, ahead of the important September trading period.



The Chairman of Metal Bulletin made the following statement at Metal Bulletin's
AGM held on 23 May 2006:



'The current year has started well with all three divisions performing in line
with our expectations.  The Group has a strong portfolio of cash generative
brands that enjoy leading positions in their respective markets.  With good
conditions set to continue in the metals and independent macroeconomic research
markets, the board is confident of achieving another good financial performance
in 2006.'



The board of Metal Bulletin confirms that the Metal Bulletin Group has continued
to perform well since that date and that the market continues to be strong.
Metal Bulletin will be announcing its interim results for the six months ended
30 June 2006 by no later than 29 August 2006.



14.        Information on Metal Bulletin



Metal Bulletin is a long-established provider of time-sensitive price-discovery
services, news and intelligence in niche business information markets and has
built its reputation on providing high quality editorial content. In addition,
it arranges conferences and exhibitions in each of its principal markets.



Metal Bulletin has focused on building an international business information
group delivering highly valued specialist information across numerous types of
media platforms ranging from online, print and events through to research and
consultancy. Metal Bulletin has a market-leading position in the steel and
metals information markets and has built a strong presence in key sectors of the
international financial information markets. Metal Bulletin has successfully
focused on migrating its products from hard copy to online services around its
key brands including:



•         Bank Credit Analyst (BCA) -the Montreal-based independent
macroeconomic research company;

•         Metal Bulletin -which serves international metal markets with news and
price discovery services;

•         American Metal Market-Metal Bulletin's daily service for the US
domestic steel and metals industry;

•         MARHedge-a daily news and data service for the international hedge
fund industry;

•         Futures & Options World-which provides news and data to the global
derivatives market; and

•         Energy Information Centre -which provides news and data on the
wholesale energy market in the UK and Eire.



Metal Bulletin has overseas offices in Canada, the United States, Brazil,
Singapore and China. In the year ended 31 December 2005, over 70 per cent. of
Metal Bulletin Group revenues were generated overseas.



For the year ended 31 December 2005, the Metal Bulletin Group reported turnover
from continuing operations of approximately £54.7 million (2004: £46.1 million),
adjusted profit before tax4 from continuing operations of approximately £13.5
million (2004: £9.6 million) and adjusted earnings per share5 from continuing
operations of 17.0 pence (2004: 12.6 pence).



Approximately 58 per cent. of Metal Bulletin Group revenues come from
subscriptions and approximately 50 per cent. of products were supplied
electronically.  As at 31 December 2005, the Metal Bulletin Group had gross
assets of approximately £65.9 million.



4.  Adjusted profit before tax = profit before tax, amortisation of publishing
rights, impairment of goodwill, IAS39 hedging gains and losses, discount on
deferred consideration and IAS19 net pension interest.

5.  Adjusted earnings per share = earnings per share from continuing operations
before amortisation of publishing rights, impairment of goodwill, IAS39 hedging
gains and losses, discount on deferred consideration and IAS19 net pension
interest.



15.        Employees



Euromoney attaches great importance to the skills and experience of Metal
Bulletin's employees and believes that opportunities for them will be enhanced
in the event that the Offer becomes effective.  Euromoney has given assurances
to the board of directors of Metal Bulletin that the existing employment rights,
including pension rights, of the employees of Metal Bulletin will be fully
safeguarded upon the completion of the Offer.



16.        Metal Bulletin Share Schemes



Appropriate proposals will be made to participants in the Metal Bulletin Share
Schemes in due course (including a cashless exercise facility).  Details of
these proposals will be set out in the Offer Document and/or in separate letters
to be sent to participants in the Metal Bulletin Share Schemes.



17.        Break fee and non-solicitation arrangements



Euromoney and Metal Bulletin have agreed a break fee and non-solicitation
agreement. Under this agreement Metal Bulletin has agreed to pay Euromoney a
break fee (inclusive of value added tax) equal to the lower of £2,210,000 and
one per cent. of the value of Metal Bulletin, calculated by reference to the
terms of the Offer as at the date of this announcement, (and in each case after
deducting any amounts which may be payable by Metal Bulletin (a) to Wilmington
under the terms of the agreement entered into with it in relation to the
proposed Merger between Metal Bulletin and Wilmington and (b) to Euromoney under
its non-solicitation undertaking contained in this agreement), if prior to the
Offer lapsing or being withdrawn or being declared or becoming wholly
unconditional either (i) a third party transaction is announced and the
recommendation of the Metal Bulletin directors to the Offer is withdrawn or
adversely modified; (ii) such recommendation is otherwise withdrawn or adversely
modified; (iii) Metal Bulletin enters into a binding commitment in respect of a
third party transaction; or (iv) on the occurrence of certain material changes
to Metal Bulletin's business or assets during the offer period. Metal Bulletin
has undertaken to Euromoney not to solicit third party offers for the company
during the period of the Offer and has given certain other related undertakings.



18.        Disclosure of interests in Metal Bulletin



At the close of business on 3 August 2006, being the last practicable date prior
to the date of this announcement, neither Euromoney, nor any director of
Euromoney, nor, so far as Euromoney is aware, any person acting in concert with
Euromoney, is interested in or has any rights to subscribe for any Metal
Bulletin Shares, nor does any such person have any short position in relation to
any Metal Bulletin Shares (whether conditional or absolute and whether in the
money or otherwise), including any short position under a derivative, any
agreement to sell or any delivery obligation or right to acquire another person
to purchase or take delivery of any Metal Bulletin Shares.



19.        Listing of Consideration Shares



Application will be made to the UKLA for the Consideration Shares to be admitted
to the Official List and to be admitted to trading on the London Stock
Exchange's main market for listed securities.  It is expected that admission of
the Consideration Shares to the Official List will become effective, and that
dealings for normal settlement in the Consideration Shares will commence on the
London Stock Exchange's main market for listed securities, as soon as reasonably
practicable after the date on which the Offer becomes or is declared
unconditional in all respects.



20.        Compulsory acquisition, delisting and cancellation of trading



If Euromoney receives acceptances under the Offer in respect of, or otherwise
acquires, 90 per cent. or more of the Metal Bulletin Shares to which the Offer
relates, Euromoney intends to exercise its rights pursuant to the provisions of
Schedule 2 of the Takeovers Directive Regulations to acquire compulsorily any
remaining Metal Bulletin Shares to which the Offer relates.



It is intended that, following the Offer becoming or being declared
unconditional in all respects, and subject to applicable requirements of the
London Stock Exchange and/or the UKLA, Euromoney will procure that Metal
Bulletin will apply to the London Stock Exchange and the UKLA for cancellations,
respectively, of the trading of the Metal Bulletin Shares on the London Stock
Exchange and of the listing of the Metal Bulletin Shares on the Official List.



21.        General



The Shares that are subject to the Offer will be acquired by Euromoney fully
paid and free from all liens, charges, equitable interests, third party rights
and interests and encumbrances and together with all rights now and hereafter
attaching thereto, including the right to receive all dividends and other
distributions (if any) declared, made or paid after the date of the announcement
of the Offer, other than the interim dividend in respect of Shares to be
announced by Metal Bulletin by no later than 29 August 2006.



The formal Offer Document and the Form(s) of Acceptance setting out the full
terms and conditions of the Offer will be posted to Shareholders in due course.
In deciding whether or not to accept the Offer in respect of their Shares,
Shareholders should rely on the information contained in, and procedures
described in, the Offer Document and Form(s) of Acceptance.



Appendix I sets out the Conditions and principal further terms of the Offer.
Appendix II contains source notes relating to certain information contained in
this announcement.  Certain terms used in this announcement are defined in
Appendix IV to this announcement.







Enquiries:



Euromoney



Padraic Fallon (Chairman)

Richard Ensor (Managing Director)

Colin Jones (Finance Director)

Christopher Fordham (Executive Director)



Tel:       +44 (0)20 7779 8888



Dresdner Kleinwort (financial adviser and broker to Euromoney)



Chris Treneman

Claude Herskovits

Sean Watherston



Tel:       +44 (0)20 7623 8000



Tulchan Communications (PR adviser to Euromoney)



Andrew Honnor

Peter Hewer



Tel:       +44 (0)20 7353 4200





Metal Bulletin



Anthony Selvey (Chairman)

Tom Hempenstall (Chief Executive)

Leslie-Ann Reed (Finance Director)



Tel:       +44 (0)20 7827 9977



Arden Partners (financial adviser and corporate broker to Metal Bulletin)



Chris Fielding

Steve Pearce

Jim Reed-Daunter (corporate broker)



Tel:       +44 (0)20 7423 8900



Trillium Partners (financial adviser to Metal Bulletin)



Stephen Routledge

Philip Mastriforte

Richard Finston



Tel:       +44 (0)20 7866 6044



Financial Dynamics (PR adviser to Metal Bulletin)



Charles Palmer

Tim Spratt



Tel:       +44 (0)20 7831 3113



This announcement is not intended to and does not constitute an offer or
invitation to purchase any securities or the solicitation of any vote or
approval in any jurisdiction pursuant to the Offer or otherwise.  The Offer will
be made solely through the Offer Document, which will contain the full terms and
conditions of the Offer, including details of how the Offer may be accepted.



Arden Partners plc, which is regulated and authorised in the United Kingdom by
the Financial Services Authority, is acting exclusively for Metal Bulletin in
connection with the Offer and no-one else and will not be responsible to anyone
other than Metal Bulletin for providing the protections afforded to clients of
Arden Partners plc or for providing advice in relation to the Offer.



Trillium Partners Limited, an appointed representative of Bourne Financial
Capital Limited, which is regulated and authorised in the United Kingdom by the
Financial Services Authority, is acting exclusively for Metal Bulletin in
connection with the Offer and no-one else and will not be responsible to anyone
other than Metal Bulletin for providing the protections afforded to clients of
Trillium Partners Limited or for providing advice in relation to the Offer.



Dresdner Kleinwort Wasserstein Limited, which is regulated and authorised in the
United Kingdom by the Financial Services Authority, is acting exclusively for
Euromoney in connection with the Offer and no-one else and will not be
responsible to anyone other than Euromoney for providing the protections
afforded to clients of Dresdner Kleinwort Wasserstein Limited or for providing
advice in relation to the Offer.



The directors of Euromoney accept responsibility for the information contained
in this announcement, other than that for which the directors of Metal Bulletin
accept responsibility as stated below.  Subject as aforesaid, to the best of the
knowledge and belief of the directors of Euromoney, having 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.



The directors of Metal Bulletin accept responsibility for the information
contained in this announcement in so far as it relates to Metal Bulletin (but
not the Enlarged Group), the directors of Metal Bulletin and their connected
persons.  Subject as aforesaid, to the best of the knowledge and belief of the
directors of Metal Bulletin, having taken all reasonable care to ensure that
such is the case, the information contained in this announcement for which they
take responsibility is in accordance with the facts and does not omit anything
likely to affect the import of such information.



Arden Partners plc and Trillium Partners Limited have given and not withdrawn
their written consent to the release of this announcement with the inclusion of
the reference to their names in the form and context in which they are included.



The distribution of this announcement in jurisdictions other than the UK may be
restricted by law and therefore any persons who are subject to the laws of any
jurisdiction other than the UK should inform themselves about, and observe, any
applicable requirements.  This announcement has been prepared for the purpose of
complying with English law and the City Code and the information disclosed may
not be the same as that which would have been disclosed if this announcement had
been prepared in accordance with the laws of jurisdictions outside the UK.



Unless otherwise determined by Euromoney, the Offer is not being, and will not
be, made, directly or indirectly, in or into or by the use of the mails of, or
by any other means (including, without limitation, electronic mail, facsimile
transmission, telex, telephone, internet or other forms of electronic or other
communication) of interstate or foreign commerce of, or any facility of a
national securities exchange of Australia, Canada, Japan or the United States or
any jurisdiction where to do so would violate the laws of that jurisdiction and
will not be capable of acceptance by any such use, means or facility or from
within any such jurisdiction.  Accordingly, unless otherwise determined by
Euromoney, copies of this announcement are not being, and must not be, directly
or indirectly, mailed, transmitted or otherwise forwarded, distributed or sent
in, into or from Australia, Canada, Japan or the United States or any other such
jurisdiction and persons receiving this announcement (including, without
limitation, custodians, nominees and trustees) must not mail or otherwise
distribute or send it in, into or from such jurisdiction, as doing so may
invalidate any purported acceptance of the Offer.  Any person (including,
without limitation, any custodian, nominee and trustee) who would, or otherwise
intends to, or who may have a contractual or legal obligation to, forward this
announcement and/or the Offer Document and/or any other related document to any
jurisdiction outside the United Kingdom should inform themselves of, and
observe, any applicable legal or regulatory requirements of their jurisdiction.



The Loan Notes to be issued pursuant to the Loan Note Alternative and the
Consideration Shares to be issued pursuant to the Partial Share Alternative have
not been, nor will they be, registered under the US Securities Act nor under any
laws of any state or other jurisdiction of the United States, the relevant
clearances have not been, and will not be, obtained from the securities
commission of any province of Canada and no prospectus has been lodged with, or
registered by, the Australian Securities and Investments Commission or the
Japanese Ministry of Finance or any other body outside of the UK.  Accordingly,
the Loan Notes and the Consideration Shares may not (unless an exemption under
the relevant securities laws is applicable) be offered, sold, resold, delivered
or transferred, directly or indirectly, in or into Australia, Canada, Japan or
the United States or any other jurisdiction if to do so would constitute a
violation of the relevant laws of, or require registration thereof in, such
jurisdiction or to, or for the account or benefit of, a person located in such
jurisdiction.



This announcement, including information included or incorporated by reference
in this announcement, may contain 'forward-looking statements' concerning
Euromoney and Metal Bulletin.  Generally, the words 'will', 'may', 'should', 
'continue', 'believes', 'expects', 'intends', 'anticipates' or similar
expressions identify forward-looking statements.  The forward-looking statements
involve an assessment of risks and uncertainties that could cause actual results
to differ materially from those expressed in the forward-looking statements.
Many of these risks and uncertainties relate to factors that are beyond the
abilities of either Euromoney or Metal Bulletin to control or precisely
estimate, such as future market conditions and the behaviours of other market
participants and, therefore, undue reliance should not be placed on such
statements.  Euromoney and Metal Bulletin assume no obligation and do not intend
to update these forward-looking statements, except as required pursuant to
applicable law.



To the extent permitted by applicable law and in accordance with normal UK
practice, Euromoney or their respective nominees, or brokers (acting as agents)
may from time to time make certain purchases of, or arrangements to purchase,
Shares otherwise than under the Offer, such as in open market or privately
negotiated purchases.  Such purchases, or arrangements to purchase, must comply
with English law, the City Code and the Listing Rules.  Any information about
such purchases will be disclosed as required in the UK and will be available
from the Regulatory News Service on the London Stock Exchange website,
www.londonstockexchange.com.



Dealing Disclosure Requirements

Under the provisions of Rule 8.3 of the City Code, if any person is, or becomes,
'interested' (directly or indirectly) in 1% or more of any class of 'relevant
securities' of Euromoney or Metal Bulletin, all 'dealings' in any 'relevant
securities' of Metal Bulletin, (including by means of an option in respect of,
or a derivative referenced to, any such 'relevant securities') must be publicly
disclosed by no later than 3.30 p.m. (London time) on the London Business Day
following the date of the relevant transaction.  This requirement will continue
until the date on which the offer becomes, or is declared, unconditional as to
acceptances, lapses or is otherwise withdrawn or on which the 'offer period'
otherwise ends.  If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire an 'interest' in 'relevant
securities' of Euromoney or Metal Bulletin, they will be deemed to be a single
person for the purpose of Rule 8.3.



Under the provisions of Rule 8.1 of the City Code, all 'dealings' in 'relevant
securities' of Euromoney or Metal Bulletin by Euromoney or Metal Bulletin, or by
any of their respective 'associates', must be disclosed by no later than 12.00
noon (London time) on the London Business Day following the date of the relevant
transaction.



A disclosure table, giving details of the companies in whose 'relevant
securities' 'dealings' should be disclosed, and the number of such securities in
issue, can be found on the Takeover Panel's website at 
http://www.thetakeoverpanel.org.uk.



'Interests in securities' arise, in summary, when a person has long economic
exposure, whether conditional or absolute, to changes in the price of
securities.  In particular, a person will be treated as having an 'interest' by
virtue of the ownership or control of securities, or by virtue of any option in
respect of, or derivative referenced to, securities.



Terms in quotation marks are defined in the City Code, which can also be found
on the Panel's website.  If you are in any doubt as to whether or not you are
required to disclose a 'dealing' under Rule 8, you should consult the Panel.








                      This information is provided by RNS
            The company news service from the London Stock Exchange
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