Hmv Group Regulatory News (HMV)

8 Jun 2006 07:00

Ottakar's PLC07 June 2006 RECOMMENDED CASH OFFER of 285 pence in cash for each Ottakar's Share to be made by HMV GROUP PLC (or a wholly owned subsidiary thereof) for OTTAKAR'S PLC LAPSING OF BREAK FEE On 31 May 2006, the Boards of HMV Group plc ("HMV Group") and Ottakar's plc ("Ottakar's") announced the terms of a recommended cash offer, to be made by HMVGroup (or a wholly owned subsidiary thereof), for the entire issued and to beissued share capital of Ottakar's at a price of 285 pence for each Ottakar'sShare (the "Offer"). As an inducement to HMV Group to make the Offer, Ottakar's and HMV Group enteredinto an agreement under which Ottakar's agreed (subject to, and thereforeconditional upon, the receipt of a waiver from the UK Listing Authority that HMVGroup and Ottakar's are not to be treated as related parties for the purposes ofRule 11.1.4 of the Listing Rules) to pay a break fee to HMV Group ofapproximately £0.6 million in the event that a competing proposal is announcedprior to the Offer lapsing or being withdrawn and such competing proposalsubsequently becomes or is declared wholly unconditional (the "Break Fee"). Ottakar's announces that the UK Listing Authority is not prepared to grant awaiver such that HMV Group and Ottakar's are not treated as related parties forthe purposes of Rule 11.1.4 of the Listing Rules. Consequently, in the absenceof the receipt of such a waiver, any obligation to pay the Break Fee has lapsed. ENQUIRIES Ottakar'sJames Heneage +44 (0)7980 788 800Michael Hitchcock +44 (0)7810 055 799 Bridgewell Securities LimitedJohn Craven +44 (0)20 7003 3000Stephen Cheung Buchanan CommunicationsCharles Ryland +44 (0)20 7466 5000Isabel Podda This information is provided by RNS The company news service from the London Stock Exchange