20 November 2006
Acquisition of Interest in the Company
ITV Plc notes the acquisition by British Sky Broadcasting of a 17.9% stake in
ITV Plc. British Sky Broadcasting have confirmed to ITV Plc that they have no
intention of acquiring shares in ITV resulting in their total stake exceeding
19.9% or of making an offer for the whole of ITV Plc's remaining share capital.
British Sky Broadcasting is constrained under the Communications Act 2003 from
holding in excess of 20% of ITV Plc.
British Sky Broadcasting has further confirmed their wish to be a supportive
shareholder, working constructively with ITV Plc, and exploring options to
create value for all shareholders.
The Board of ITV Plc looks forward to such discussions with British Sky
Broadcasting in due course.
Tel: 0207 843 8000
Georgina Blackburn - Head of Investor Relations
Brigitte Trafford - Communications Director
Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Takeover Code (the 'Code'), if any
person is, or becomes, 'interested' (directly or indirectly) in 1% or more of
any class of 'relevant securities' of NTL or of ITV, all 'dealings' in any
'relevant securities' of that company (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 pm (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unconditional as to acceptances, lapses or is otherwise withdrawn or on which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 NTL or ITV, 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 Code, all 'dealings' in 'relevant
securities' of NTL or of ITV by NTL or ITV, 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
'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 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.
Lazard & Co., Limited ('Lazard'), which is authorised and regulated in the
United Kingdom by the Financial Services Authority, is acting as financial
adviser to ITV and no-one else in connection with the matters referred to in
this announcement and will not be responsible to anyone other than ITV for
providing the protections afforded to clients of Lazard nor for providing advice
in relation to any matter referred to herein.
This information is provided by RNS
The company news service from the London Stock Exchange