Stmt re Possible Offer-Amend
Deal Group Media PLC
14 February 2006
14 February 2006
DEAL GROUP PLC
('DEAL GROUP or the Company')
This announcement amends the statement regarding the possible offer which was
released at 1.22pm on 13 February RNS number: 3239Y
The Dealing disclosure requirements should have read:
Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the
'Code'), if any person is, or becomes, 'interested' (directly or indirectly) in
1% or more of any class of 'relevant securities' of Deal Group plc, 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declared, unconditional as to acceptances, lapses or is otherwise withdrawn or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 Deal Group plc, they will be
deemed to be a single person for the purpose of Rule 8.3.
STATEMENT REGARDING POSSIBLE OFFER.
The Board of Deal Group notes the recent movement in the Company's share price,
and announces that it has received more than one approach which may or may not
lead to an offer being made for the entire issued and to be issued share capital
of the Company. These approaches are all of a preliminary nature and there is no
certainty that any of them will result in an offer actually being made.
In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, Deal
Group announces that it has 380,048,385 ordinary shares of 1p each in issue.
(ISIN GB0002180858).
Further announcements will be made as appropriate.
Contacts:
Deal Group Media plc
Adrian Moss, Chief Executive Tel: + 44 (0) 20 7691 1880
Andrew Dickson, Finance Director www.dealgroupmediaplc.com
Panmure Gordon & Co
Grant Harrison/Katherine Roe Tel: +44 (0) 20 7459 3600
Abchurch Communications
Charlie Jack/Ariane Comstive Tel: +44 (0) 20 7398 7700
Dealing disclosure requirements:
Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers (the
'Code'), if any person is, or becomes, 'interested' (directly or indirectly) in
1% or more of any class of 'relevant securities' of Deal Group plc, 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 Deal Group plc, 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 Deal Group plc by Deal Group plc, or by any of its 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
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 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's website at
www.thetakeoverpanel.org.uk or contact the Panel on telephone number +44 20 7638
0129; fax +44 20 7236 7013.
The Directors of Deal Group plc accept responsibility for the information
contained in this announcement. To the best of the knowledge and belief of the
Directors of Deal Group plc, who have taken all reasonable care to ensure that
this is the case, this information is in accordance with the facts and does not
omit anything likely to affect its import. This announcement does not constitute
an offer or invitation to purchase or subscribe for any securities.
Panmure Gordon & Co which is authorised and regulated in the United Kingdom by
the Financial Services Authority, is acting exclusively for Deal Group plc and
for no one else in connection with the potential offer and is not advising any
other person or treating any other person as its client in relation to the offer
and will not be responsible to anyone other than Deal Group plc for providing
the protections afforded to clients of Panmure Gordon & Co, or for giving advice
to any other person in relation to the proposed offer, the contents of this
announcement or any other matter referred to in this announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
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