4Imprint Regulatory News (FOUR)

4 Mar 2005 17:25

4imprint Group PLC04 March 2005 4imprint Group plc ("4imprint" or the "Company") Further Information on Share Buy Back 4imprint announced on 21 February 2005 that the Board had decided to undertake ashare buy back programme, returning up to £10 million to shareholders. Thisprogramme will take the form of a tender offer, details of which are set outbelow: Tender Offer The Directors are proposing a tender offer ("Tender Offer") as the method ofreturning capital as it will allow shareholders to be treated equitably, whileoffering them the choice as to whether participate in a return of capital. Theprincipal terms of the Tender Offer (which will be set out in more detail in adocument expected to be sent to shareholders before the Annual General Meetingto be held on 6 April 2005) are as follows: • The Company's brokers, Panmure Gordon, will inviteshareholders to tender ordinary shares at any price within a tender price range(such range to be determined by Panmure Gordon and the Board shortly before thecommencement of the Tender Offer and falling within the minimum and maximumlevels indicated below);• Panmure Gordon will purchase, as principal and on market,existing issued ordinary shares for a total purchase price of up to £10 million,and then sell such shares to the Company for cancellation;• All shareholders on the Company's register of members on aspecified date (other than certain overseas shareholders) will be given theopportunity to participate in the Tender Offer;• All ordinary shares which are successfully tendered will bepurchased at the same price (the "Strike Price"), which will be determined atthe conclusion of the Tender Offer on the basis of the prices at which ordinaryshares have been tendered. The Strike Price will be the lowest price perordinary share (within the price range specified in the Tender Offer document)which will allow Panmure Gordon to purchase ordinary shares with an aggregatepurchase value not exceeding £10 million;• The potential range for the Strike Price will be set withinthe following minimum and maximum levels: (i) the minimum price which will bepaid for any ordinary share will be the nominal value of an ordinary share,being 38 6/13 pence; (ii) the maximum price which will be paid for any ordinaryshare will be not more than 30 per cent. above the average of the middle marketquotation for an ordinary share (as derived from the Daily Official List of theLondon Stock Exchange plc) for the ten business days ending on the business dayprior to the publication of the document containing the formal terms of theTender Offer;• Shareholders will be informed of the tender price range inthe document containing the formal terms and conditions of the Tender Offer.Shareholders will be entitled to tender ordinary shares for sale at differentprices within the tender price range but all ordinary shares purchased byPanmure Gordon will be purchased at the Strike Price and ordinary sharestendered at a price or prices above the Strike Price will not be purchased underthe Tender Offer. The notice of Annual General Meeting will contain details of the formalproposals which will enable these arrangements to be implemented. Enquiries 4imprint Group plcKen Minton, Chairman 0161 272 4000 Panmure GordonDominic Morley 020 7187 2000 This information is provided by RNS The company news service from the London Stock Exchange