EAS.L Regulatory News (EAS)

19 May 2005 17:50

Refco Trading Services (UK) Ltd19 May 2005 Refco Trading Services (UK) Limited Recommended Offer for EasyScreen plc Offer update For immediate release 19 May 2005 On 9 May 2005, Dawnay, Day Corporate Finance Limited ("Dawnay Day") announcedthat the Offer by Dawnay Day on behalf of Refco Trading Services (UK) Limited("Refco") for the whole of the issued share capital of EasyScreen plc("EasyScreen") was unconditional in all respects. Prior to the announcement of the Offer, Refco and its Associate held 8,676,721EasyScreen Shares (representing 9.09% of its issued share capital). Since theannouncement of the Offer, Refco has acquired 43,812,929 EasyScreen Shares(representing 45.90% of its issued share capital). Therefore, Refco and itsAssociate currently hold 52,489,650 EasyScreen Shares (representing 55.00% ofits issued share capital). As at 1.00 p.m. on 19 May 2005 valid acceptances of the Offer had been received(and not withdrawn) in respect of 24,251,208 EasyScreen Shares (25.40% ofEasyScreen's issued share capital). The above total includes acceptances inrespect of 9,374,355 EasyScreen shares (representing 9.82% of the issued sharecapital of EasyScreen) which were subject to irrevocable undertakings to acceptthe Offer. Accordingly, as at 1.00 p.m. on 19 May 2005, Refco and its Associate hadreceived valid acceptances for and owned or acquired, in aggregate, 76,740,858EasyScreen Shares representing 80.40% of EasyScreen's issued share capital. Refco intends to procure that EasyScreen applies to the UK Listing Authority forthe cancellation of the listing of EasyScreen Shares on the Official List and tothe London Stock Exchange for the cancellation of the admission to trading ofEasyScreen Shares on the London Stock Exchange's market for listed securities.It is anticipated that such cancellations will take effect 20 business daysfollowing the date of application. The cancellation of the listing will significantly reduce the liquidity andmarketability of EasyScreen Shares which are not acquired under the Offer. EasyScreen Shareholders who have not yet accepted the Offer should do so as soonas possible and in any event so as to be received not later than 1.00 p.m.on 31 May 2005. It is also the intention of Refco to propose a resolution to re-registerEasyScreen as a private company. As stated in the Offer Document, Refco intends to apply the provisions ofSections 428-430F (inclusive) of the Companies Act 1985 ("the Act") to acquirecompulsorily any remaining EasyScreen Shares if Refco acquires 90% or more ofthe EasyScreen Shares to which the Offer relates. In those circumstances anyremaining EasyScreen Shareholders will be offered the consideration equivalentto the Offer, as required by Section 430 of the Act. Enquiries Dawnay, Day Corporate Finance Limited Sandy Jamieson/Alex Stanbury Tel: 020 7509 4570 Words and expressions used in this announcement have the same meanings as in theOffer Document dated 4 April 2005. The issue of this announcement has been approved by the Refco Board. 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 for which theyare responsible contained in this announcement is in accordance with the factsand does not omit anything likely to affect the import of such information. Eachof the Directors of Refco accepts responsibility accordingly. 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 or for providing advice inrelation to the Offer. 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