Imprint Plc - Offer Update
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RNS Number:2546M
Imprint Plc
22 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 recommended
acquisition (the "Acquisition") of the entire issued and to be issued share
capital of Imprint by Hydrogen Group plc ("Hydrogen") was sent to Imprint
shareholders, inter alia, convening a Court meeting (the "Court Meeting") and an
extraordinary general meeting of Imprint (the "Imprint EGM") at which to
consider the Scheme.
The Board of Imprint (the "Board") today announces that, at the request of
Hydrogen and in accordance with the Implementation Agreement dated 20 December
2007 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 scheduled
to take place on 8 February 2008, until 29 February 2008.
Hydrogen, with the full support of 3i QPE Limited, has confirmed that it remains
firmly committed to acquiring Imprint but would like to hold further discussions
with Imprint shareholders and carefully review its options for achieving its
objective.
Based on the closing price of a Hydrogen ordinary share of 232.5 pence on 21
January 2008, the last practicable business day prior to the date of this
announcement, Hydrogen's basic all share offer (the "Basic Offer") values each
Imprint ordinary share at 107.18 pence. The terms of the Basic Offer represent a
premium of approximately 28 per cent. to the closing price on 21 January 2008 of
an Imprint ordinary share of 84 pence and a premium of 50 per cent. to the
implied value per Imprint ordinary share of the offer by OPD Group PLC of 71.25
pence on 21 January 2008.
The Board continues unanimously to recommend the Hydrogen Scheme over the offer
from OPD Group PLC.
An explanatory letter detailing the adjournments will be sent to Imprint
shareholders shortly.
Enquiries:
Imprint Telephone: 020 7438 3100
John Gordon (Chairman)
Rob Thesiger (Chief Executive Officer)
Colin Webster (Chief Financial Officer)
Altium (Rule 3 adviser and broker to Imprint) Telephone: 020 7484 4040
Ben Thorne
Tim Richardson
Maitland (PR adviser to Imprint) Telephone: 020 7379 5151
Neil Bennett
Tom 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
END
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