2008 News Releases
Statement regarding merger discussions with Informa plc
17 June
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
On 8 June 2008, United Business Media plc (“UBM”) announced that it was in discussions with Informa plc (“Informa”) regarding a potential merger of the two groups. For several weeks prior to this date, UBM had been in discussions with Informa in connection with a nil-premium, all-share merger. UBM remains of the view that a merged company could deliver significant benefits to both UBM and Informa shareholders, provide enhanced services to its customers, and could become the employer of choice in the global business media market. However, the Board of UBM has been unable to agree terms with Informa that would be in the best interests of UBM shareholders. Discussions between UBM and Informa have therefore ceased.
UBM will continue the successful growth strategy which has delivered compound annual growth in earnings per share of in excess of 28% over the last five years. UBM will continue to invest both in acquisitions and in organic business development initiatives for its leading global news distribution, information and exhibitions businesses. UBM will seek to take advantage of its strong balance sheet - at the end of March 2008 UBM’s net debt was approximately £170m - whilst maintaining its requirement that its acquisitions deliver an 8% post-tax return in the first full year of ownership.
For the purposes of Rule 2.8 of The City Code on Takeovers and Mergers (“the Code”), UBM reserves the right to make or participate in an offer or possible offer for Informa within the six months following the date of this announcement in the event that: (1) an agreement or recommendation from the Board of Informa is forthcoming; (2) there is an announcement of an offer or possible offer by a third party for Informa; (3) there is an announcement by or on behalf of Informa of a 'whitewash' proposal (as defined in the Code) or of a reverse takeover (as defined in the Code); (4) Informa undertakes or announces an intention to undertake any acquisition, disposal, merger, joint venture, scheme of arrangement or other transaction involving in any such case a material amount (as defined in Note 2 of Rule 21.1 of the Code); (5) there is a change in the executive directors of Informa; or (6) there is a material change of circumstances.
- Ends -
Investor Contacts
Nigel
Wilson
+44 20 7921 5019
Andrew
Crow
+44 20 7921 5940
Media Contacts
Peter
Bancroft
+44 20 7921 5961
Chris
Barrie
+44 20 7282 2943 (Citigate)
Merrill Lynch International
Richard
Taylor
+44 20 7995 2052
Simon
Fraser
+44 20 7996 2606
Merrill Lynch International is acting exclusively for UBM and no one else in connection with a possible transaction with Informa and will not be responsible to anyone other than UBM for providing the protections afforded to clients of Merrill Lynch International or for providing advice in relation to the proposal or any other transaction, arrangement or matter referred to in this announcement.
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