EAS.L Regulatory News (EAS)

1 Apr 2005 17:09

Not for release, publication or distribution in, into or from the United States, Canada, Australia, South Africa or Japan For immediate release 1 April 2005 Recommended Cash Offer by Dawnay, Day Corporate Finance Limited on behalf of Refco Trading Services (UK) Limited (a subsidiary of Refco Group Ltd., LLC) for EasyScreen plc The Board of EasyScreen plc ("EasyScreen") today announced that it intends torecommend the cash offer ("the Offer") to be made by Dawnay, Day CorporateFinance Limited ("Dawnay Day") on behalf of Refco Trading Services (UK) Limited("Refco") for the entire issued and to be issued share capital of EasyScreen.Refco's approach was welcomed by the Board of EasyScreen, and the Board, whohave been so advised by Saffery Champness Corporate Finance ("SafferyChampness"), believes that the terms of the Offer are fair and reasonable. Inproviding its advice to the Board of EasyScreen, Saffery Champness has takeninto account the Directors' commercial assessments. The Directors haveirrevocably undertaken to accept the Offer in respect of their own beneficialshareholdings totalling 4,687,649 EasyScreen Shares, representing 4.91 percent. of the issued share capital.Shareholders of EasyScreen should await an announcement from Dawnay Dayregarding the timing of the posting of the Offer Document.Enquiries:EasyScreen plc + 44(0) 207 645 4600 Alastair Hunter Saffery Champness Corporate Finance + 44(0) 207 841 4000 Charles Simpson Abchurch + 44(0) 207 398 7700 Chris Lane The issue of this document has been approved by the EasyScreen Board. TheDirectors of EasyScreen accept responsibility for the information contained inthis document regarding EasyScreen and themselves. To the best of theirknowledge and belief (having taken all reasonable care to ensure that such isthe case) the information contained in this document regarding EasyScreen andthemselves is in accordance with the facts and does not omit anything likely toaffect the import of such information.Saffery Champness, which is regulated by the Institute of Chartered Accountantsin England and Wales, is acting exclusively for EasyScreen and no-one else inconnection with the Offer and will not be responsible to anyone other thanEasyScreen for providing the protections afforded to clients of SafferyChampness or for giving advice in relation to the Offer or any other matterreferred to in this document.Saffery Champness has given and has not withdrawn its written consent to theissue of this document with the inclusion herein of references to it and itsopinion in the form and context in which they respectively appear.The Offer is not being made directly or indirectly in or into, or by use of themails of, or by any means or instrumentality (including, without limitation,facsimile transmission, telex, email, internet and telephone) of interstate orforeign commerce of, or any facility of a national securities exchange of, theUnited States, nor is it being made directly or indirectly in or into Canada,Australia, South Africa or Japan, and the Offer cannot be accepted by any suchuse, means, instrumentality or facility or from or within the United States,Canada, Australia, South Africa or Japan. Accordingly, copies of thisannouncement, the Offer Document, the Form of Acceptance and any relateddocuments are not being and must not be, mailed or otherwise distributed,forwarded, transmitted or sent in, into or from the United States, Canada,Australia, South Africa or Japan and persons receiving this announcement, theOffer Document or the Form of Acceptance (including custodians, nominees andtrustees) must not mail or otherwise distribute, forward, transmit or send anyof them in, into or from the United States, Canada, Australia, South Africa orJapan. Doing so may render invalid any purported acceptance of the Offer.Further information for Overseas Shareholders is set out in the Offer Document.Any Person (including, without limitation, any nominee, trustee or custodian)who would, or otherwise intends to, or who may have a contractual or legalobligation to, mail, distribute, forward or transmit this announcement, theOffer Document, the Form of Acceptance or any related documents to anyjurisdiction outside the United Kingdom should read the relevant information inthe Offer Document before taking any action.ENDEASYSCREEN PLC