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Kier Group PLC Announces Recommended Offer for May Gurney Integrated Services Plc

Wednesday, 24 Apr 2013 02:00am EDT 

Kier Group PLC (Kier) announced that Kier and May Gurney Integrated Services PLC (May Gurney) have reached agreement on the terms of a recommended offer for May Gurney by Kier, which is to be implemented by way of a scheme of arrangement of May Gurney, pursuant to which Kier will acquire the entire issued and to be issued ordinary share capital of May Gurney (the Acquisition). Under the terms of the Acquisition, May Gurney Shareholders will receive for each May Gurney Share 0.2095 New Kier Shares; and 50 pence in cash. May Gurney Shareholders will also be entitled to receive the May Gurney Second Interim Dividend of 5.6 pence per May Gurney Share in lieu of a final dividend for the year ended 31 March 2013. The Acquisition will include the Mix and Match Facility, so that May Gurney Shareholders will be able to elect to vary the proportions of cash and New Kier Shares they receive, subject to equal and opposite elections made by other May Gurney Shareholders. The Mix and Match Facility will not change the total number of New Kier Shares to be issued by Kier pursuant to the Acquisition. Following completion of the Acquisition, May Gurney Shareholders will own approximately 27% of the Enlarged Group. Following completion of the Acquisition, Kier will continue to have a listing and to be traded on the London Stock Exchange's Main Market for listed securities and an application will be made for the admission to trading on AIM of the May Gurney Shares to be cancelled. 

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