TIDMPSON TIDMMLO
RNS Number : 5170N
Pearson PLC
11 June 2010
ANNOUNCEMENT OF ACCEPTANCES AND EXTENSION OF THE OFFER
OFFER UPDATE
Pearson plc
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO
ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE LAWS OF SUCH
JURISDICTION
FOR IMMEDIATE RELEASE
11 June 2010
Recommended cash offer
by
Pearson plc
for
Melorio plc
OFFER EXTENDED TO 18 JUNE 2010
On 21 May 2010, Pearson plc ("Pearson") made an offer (the "Offer") for the
entire issued and to be issued ordinary share capital of Melorio plc
("Melorio").
Pearson announces that, as at 1.00 p.m. on 11 June 2010, valid acceptances had
been received in respect of a total of 23,811,617 Melorio Shares, representing
approximately 60.4 per cent. of the issued share capital of Melorio. This total
includes acceptances received in respect of 15,878,385 Melorio Shares
(representing approximately 40.3 per cent. of the issued share capital of
Melorio) which were subject to irrevocable commitments procured by Pearson.
As at 1.00 p.m. on 11 June 2010, Pearson and those persons acting in concert
with it had interests in or rights to subscribe for Melorio relevant securities
(or short positions in respect of Melorio relevant securities) as follows:
+--------------+--------------+--------------+--------------+
| Name | Nature of | Number of | Percentage |
| | interest | relevant | of Melorio |
| | | securities | issued share |
| | | | capital |
+--------------+--------------+--------------+--------------+
| Pearson | Shares owned | 7,968,435 | 20.2 per |
| | | | cent. |
+--------------+--------------+--------------+--------------+
| Lazard & | none | | |
| Co., Limited | | | |
+--------------+--------------+--------------+--------------+
| Citigroup | none | | |
| Global | | | |
| Markets | | | |
| Limited | | | |
+--------------+--------------+--------------+--------------+
| J.P. Morgan | none | | |
| Cazenove | | | |
| Limited | | | |
+--------------+--------------+--------------+--------------+
As at 1.00 p.m. on 11 June 2010, Pearson had also contracted to acquire an
additional 101,200 Melorio Shares, settlement of which is expected to take place
as soon as practicable.
As at 1.00 p.m. on 11 June 2010, there were no Melorio Shares in respect of
which Pearson had outstanding irrevocable commitments or letters of intent.
As at 1.00 p.m. on 11 June 2010, Pearson may count 31,780,052 Melorio Shares
(representing 80.6 per cent. of the issued share capital of Melorio) towards
satisfaction of the acceptance condition to its Offer.
Pearson also announces that the Offer has been extended to 1.00 p.m. on 18 June
2010.
Terms defined in the Offer Document dated 21 May 2010 have the same meaning in
this announcement.
Enquiries
+-------------------------------------------+--------------------+
| Pearson plc | +44 (0)20 7010 |
| | 2310 |
+-------------------------------------------+--------------------+
| Luke Swanson | |
+-------------------------------------------+--------------------+
| Simon Mays-Smith | |
+-------------------------------------------+--------------------+
| Charles Goldsmith | |
+-------------------------------------------+--------------------+
| | |
+-------------------------------------------+--------------------+
| Lazard & Co., Limited (Financial Adviser | +44 (0)20 7187 |
| to Pearson) | 2000 |
+-------------------------------------------+--------------------+
| Nicholas Shott | |
+-------------------------------------------+--------------------+
| Giles Roshier | |
+-------------------------------------------+--------------------+
This press release does not constitute an offer to sell or the solicitation of
an offer to buy securities in any jurisdiction in which such an offer or
solicitation would be unlawful.
The availability of the Offer to persons outside the United Kingdom may be
affected by the laws of other jurisdictions. Such persons should inform
themselves and observe any applicable requirements of those jurisdictions. Any
failure to comply with such restrictions may constitute a violation of the
securities law of any such jurisdiction.
Lazard, which is regulated in the United Kingdom by the Financial Services
Authority, is acting as financial adviser to Pearson and no-one else in
connection with the Acquisition and will not be responsible to anyone other than
Pearson for providing the protections offered to clients of Lazard nor for
providing advice in relation to the Acquisition.
This information is provided by RNS
The company news service from the London Stock Exchange
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