EAS.L Regulatory News (EAS)

3 May 2005 13:41

Refco Trading Services (UK) Ltd03 May 2005 Press Release Refco Trading Services (UK) Limited Offer for EasyScreen plc For immediate release 3 May 2005 The Board of Refco Trading Services (UK) Limited ("Refco") made an Offer for thewhole of the issued share capital of EasyScreen plc ("EasyScreen") on 4 April2005 ("the Offer"). The Offer comprises 15.525p in cash for each EasyScreen Share. At the time the Offer was made, Refco and its Associate held 8,676,721EasyScreen Shares, representing 9.09% of EasyScreen's issued share capital.Refco has since purchased 26,050,000 EasyScreen Shares (27.29% of EasyScreen'sissued share capital) through market purchases and now holds 34,726,721EasyScreen Shares representing 36.38% of EasyScreen's issued share capital. Asthis number exceeds 30% of EasyScreen's issued share capital, the Offer has nowbecome a mandatory cash offer under Rule 9 of the Takeover Code. In order to comply with Rule 9 of the Takeover Code, the Offer is now onlyconditional on the acceptance condition which has been changed so that the Offeris now subject to: valid acceptances being received (and not, where permitted, withdrawn) by no later than 1.00 p.m. on 17 May 2005 (or such later time(s) and/or date(s)as Refco may, subject to the rules of the Takeover Code, decide) in respect ofsuch number of EasyScreen Shares which, together with EasyScreen Shares acquiredor agreed to be acquired by Refco before or during the Offer Period, will resultin Refco and any person acting in concert with it holding EasyScreen Sharescarrying in aggregate more than 50 per cent. of the voting rights then normallyexercisable at general meetings of EasyScreen, including, for this purpose (tothe extent, if any, required by the Panel), any such voting rights attaching toany EasyScreen Shares that are unconditionally allotted or issued before theOffer becomes or is declared unconditional as to acceptances, whether pursuantto the exercise of any outstanding subscription or conversion rights orotherwise. As at 1pm on 29 April 2005 acceptances of the Offer had been received (and notwithdrawn) in respect of 15,522,280 EasyScreen Shares (16.26% of EasyScreen'sissued share capital). As stated above Refco already holds 36.38% ofEasyScreen's issued share capital. Thus the total percentage of acceptancesreceived (and not withdrawn) and EasyScreen Shares held by Refco and itsAssociate is currently 52.65%. Dawnay, Day Corporate Finance Limited is satisfied that Refco has sufficientresources to satisfy full acceptance of the Offer. The Takeover Code requires that an Offer remains open for at least 14 daysfollowing any revision. Accordingly the Board of Refco is pleased to announcethat the closing date of the Offer has been extended to 1pm on 17 May 2005. The closing date for the Offer is 1pm on 17 May 2005. Enquiries Dawnay, Day Corporate Finance Ltd Sandy Jamieson / Gerald Raingold Tel: 020 7509 4570 The issue of this announcement has been approved by the Board of Refco. TheDirectors of Refco are the persons responsible for the information contained inthis announcement. To the best of their knowledge and belief (having taken allreasonable care to ensure that such is the case) the information contained inthis announcement is in accordance with the facts and does not omit anythinglikely to affect the import of such information. Each of the Directors of Refcoaccepts responsibility accordingly. Dawnay, Day Corporate Finance Limited ("Dawnay Day") has confirmed that Refcohas sufficient cash resources and facilities to satisfy full acceptance of theOffer. This announcement has been approved for the purposes of section 21 of theFinancial Services and Markets Act 2000 by Dawnay Day. Dawnay Day, which isregulated by the Financial Services Authority, is acting for Refco and no-oneelse and will not be responsible to anyone other than Refco for providing theprotections afforded to customers of Dawnay Day. Words and expressions used in this announcement have the same meanings as in theOffer Document dated 4 April 2005. THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR INPART IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, SOUTH AFRICA ORJAPAN This information is provided by RNS The company news service from the London Stock Exchange