Rule 2.10 Announcement

3 Apr 2007 14:28

Torex Retail PLC03 April 2007 Torex Retail PLC 3 April 2007 Torex Retail PLC ("Torex" or "the Group") Disclosure in accordance with Rule 2.10 of the City Code This announcement is being made further to that issued by Torex on 30 March 2007relating to its appointment of Jefferies International Limited to advise it on arange of strategic options including the possible sale of the Group. In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, Torexconfirms that it has the following relevant securities in issue: - 414,825,509 ordinary shares of 1 pence each under the ISIN code GB 0034291632 - 5.5% sterling denominated convertible bonds due 2011 amounting to £65 million, which are convertible into fully paid preference shares in the capital of Torex Retail (Jersey) Limited and are then exchangeable into up to 75,581,395 fully paid ordinary shares of Torex (based on the initial exchange price of £0.86 pence per ordinary share) under the ISIN code XS 0259948254 ENQUIRIES College Hill Tel: 020 7457 2020 Carl Franklin Mark Garraway Dealing Disclosure Requirements Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if anyperson is, or becomes, "interested" (directly or indirectly) in 1% or more ofany class of "relevant securities" of Torex, all "dealings" in any "relevantsecurities" of that company (including by means of an option in respect of, or aderivative referenced to, any such "relevant securities") must be publiclydisclosed by no later than 3.30 pm (London time) on the London business dayfollowing the date of the relevant transaction. This requirement will continueuntil the date on which the offer becomes, or is declared, unconditional as toacceptances, lapses or is otherwise withdrawn or on which the "offer period"otherwise ends. If two or more persons act together pursuant to an agreement orunderstanding, whether formal or informal, to acquire an "interest" in "relevantsecurities" of Torex, they will be deemed to be a single person for the purposeof Rule 8.3. Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevantsecurities" of Torex by Torex or by any of their respective "associates", mustbe disclosed by no later than 12.00 noon (London time) on the London businessday following the date of the relevant transaction. A disclosure table, giving details of the companies in whose "relevantsecurities" "dealings" should be disclosed, and the number of such securities inissue, can be found on the Takeover Panel's website atwww.thetakeoverpanel.org.uk. "Interests in securities" arise, in summary, when a person has long economicexposure, whether conditional or absolute, to changes in the price ofsecurities. In particular, a person will be treated as having an "interest" byvirtue of the ownership or control of securities, or by virtue of any option inrespect of, or derivative referenced to, securities. Terms in quotation marks are defined in the Code, which can also be found on thePanel's website. If you are in any doubt as to whether or not you are requiredto disclose a "dealing" under Rule 8, you should consult the Panel. This information is provided by RNS The company news service from the London Stock Exchange