Last checked at 14 Dec 2007 16:57
TMN Group plc ("TMN")14 December 2007
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION FOR IMMEDIATE RELEASE14 December 2007Rule 2.10 Announcement
Pursuant to Rule 2.10 of the Takeover Code, TMN Group plc ("TMN") announces that it has 51,092,351 ordinary shares of 0.01p each in issue. The ISIN reference for these securities is GB00B1GCQP32.
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 one per cent. or more of any class of "relevant securities" of Internet Business Group plc ("IBG") or TMN, 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 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 scheme of arrangement under section 425 of the Companies Act 1985 (as amended) (the "Scheme") becomes effective in accordance with its terms or until the date on which the Scheme lapses or is otherwise withdrawn (or, if TMN elects to effect the Acquisition by way of a takeover offer, until the date on which such takeover offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the relevant "offer period" otherwise ends).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 IBG or TMN, 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 IBG or TMN by IBG or TMN, or by any of their respective associates, must be disclosed by no later than 12.00 noon on the 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 Panel on Takeovers and Mergers (the "Panel") 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, please contact an independent financial adviser authorised under FSMA, consult the Panel's website at www.thetakeoverpanel.org.uk or contact the Panel on telephone number + 44 (0) 20 7638 0129.
TMN GROUP PLC