Electronic Data Processing Regulatory News (EDP)

7 Jul 2008 16:48



Electronic Data Processing PLC

Statement regarding press speculation

Electronic Data Processing PLC ("the Company" or "EDP") notes the recent press speculation concerning a possible offer for the Company and can confirm it is in early stage discussions regarding a possible offer for EDP from its management which may or may not lead to an offer being made for the Company.

A further announcement will be made in due course as appropriate.

Consequently the Company is considered to be in an "offer period" as defined in the City Code on Takeovers and Mergers ("the Code"), and the dealing disclosure requirements listed below will apply.

In accordance with Rule 2.10 of the Code, the Company confirms that on 7 July 2008 it has 24,522,362 ordinary shares of 5 pence each in issue. The ISIN reference for the ordinary shares is GB0003101523.

Enquiries:

Electronic Data Processing PLC 

Michael Heller (Chairman) 

Tel: 0114 262 1621

John Stephan 

BDO Stoy Hayward LLP (Financial Adviser to EDP)

Tel: 0121 352 6200

Tim Feather / Matthew Johnson (Broker to EDP)

Hanson Westhouse Limited 

Tel: 0113 246 2610

Toby Mountford (PR Adviser to EDP)

Citigate Dewe Rogerson

Tel: 020 7638 9571

BDO Stoy Hayward LLP, which is regulated in the United Kingdom by the Financial Services Authority, is acting for EDP and no one else in relation to matters described in this announcement and will not be responsible to anyone other than EDP for providing the protections afforded to customers of BDO Stoy Hayward LLP.

Hanson Westhouse Limited, which is regulated in the United Kingdom by the Financial Services Authority, is acting for EDP and no one else in relation to matters described in this announcement and will not be responsible to anyone other than EDP for providing the protections afforded to customers of Hanson Westhouse Limited.

Dealing Disclosure Requirements

Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers if any person is, or becomes, "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of EDP, "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 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "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 EDP, 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 the offeree by the offeror, or by any of their respective "associates", must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction.

A disclosure table, giving the 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 Takeover Panel's website at www.thetakeoverpanel.org.uk. 

"Interests in securities" arise, in summary, when a person has a 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 Takeover Panel's website. If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Takeover Panel.

The distribution of this announcement in jurisdictions other than the United Kingdom may be restricted by law and therefore persons into whose possession this announcement comes should inform themselves about and observe, such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities laws of any such jurisdiction. This announcement does not constitute an offer or an invitation to purchase or subscribe for any securities or a solicitation of an offer to buy any securities pursuant to this announcement or otherwise in any jurisdiction.