HYDG.L Regulatory News (HYDG)

22 Jan 2008 07:01

Imprint Plc22 January 2008 22 January 2008 Not for release, publication or distribution, in whole or in part, in, into or from the United States, Canada, Australia or Japan Imprint Plc ("Imprint" or the "Company") Adjournment of Imprint EGM and Court Meeting On 16 January 2008, a document in relation to the proposed scheme of arrangement(the "Scheme") between Imprint and its shareholders to effect the recommendedacquisition (the "Acquisition") of the entire issued and to be issued sharecapital of Imprint by Hydrogen Group plc ("Hydrogen") was sent to Imprintshareholders, inter alia, convening a Court meeting (the "Court Meeting") and anextraordinary general meeting of Imprint (the "Imprint EGM") at which toconsider the Scheme. The Board of Imprint (the "Board") today announces that, at the request ofHydrogen and in accordance with the Implementation Agreement dated 20 December2007 between Imprint and Hydrogen, it has agreed to adjourn the Imprint EGM and(with the consent of the Court) the Court Meeting, both of which were scheduledto take place on 8 February 2008, until 29 February 2008. Hydrogen, with the full support of 3i QPE Limited, has confirmed that it remainsfirmly committed to acquiring Imprint but would like to hold further discussionswith Imprint shareholders and carefully review its options for achieving itsobjective. Based on the closing price of a Hydrogen ordinary share of 232.5 pence on 21January 2008, the last practicable business day prior to the date of thisannouncement, Hydrogen's basic all share offer (the "Basic Offer") values eachImprint ordinary share at 107.18 pence. The terms of the Basic Offer represent apremium of approximately 28 per cent. to the closing price on 21 January 2008 ofan Imprint ordinary share of 84 pence and a premium of 50 per cent. to theimplied value per Imprint ordinary share of the offer by OPD Group PLC of 71.25pence on 21 January 2008. The Board continues unanimously to recommend the Hydrogen Scheme over the offerfrom OPD Group PLC. An explanatory letter detailing the adjournments will be sent to Imprintshareholders shortly. Enquiries: Imprint Telephone: 020 7438 3100John Gordon (Chairman)Rob Thesiger (Chief Executive Officer)Colin Webster (Chief Financial Officer) Altium (Rule 3 adviser and broker to Imprint) Telephone: 020 7484 4040Ben ThorneTim Richardson Maitland (PR adviser to Imprint) Telephone: 020 7379 5151Neil BennettTom Siveyer The Board accepts responsibility for the information contained in this announcement. To the best of the knowledge and belief of the Board (which has taken all reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information. Altium Capital Limited, which is authorised and regulated by the Financial Services Authority, is acting exclusively for Imprint and for no-one else in connection with the Acquisition and will not be responsible to anyone other than Imprint for providing the protections afforded to customers of Altium Capital Limited or for providing advice in relation to the Acquisition or any matters referred to herein. The release, publication or distribution of this announcement in jurisdictions other than the United Kingdom may be restricted by law and therefore persons in such jurisdictions into which this announcement is released, published or distributed 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 information is provided by RNS The company news service from the London Stock Exchange