Tender Offer


 

TIDMEDP 
 
RNS Number : 1559P 
Electronic Data Processing PLC 
19 March 2009 
 

19 March 2009 
 
 
 
 
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION INTO THE UNITED STATES, CANADA, 
AUSTRALIA, SOUTH AFRICA, REPUBLIC OF IRELAND OR JAPAN 
 
 
Electronic Data Processing Public Limited Company 
 ("EDP" or "the Company") 
 
 
Proposed return of up to GBP6 million to EDP shareholders by way of a tender 
offer and 
notice of general meeting 
 
 
On 30 January 2009 the Company announced that it intended to use its surplus 
cash resources to buy back a significant proportion of its issued ordinary share 
capital by way of a tender offer at 50p per ordinary share. 
 
 
The Company today announces that it intends to return up to GBP6 million to its 
shareholders by way of a tender offer.  Under the tender offer, a maximum of 
11,991,435 ordinary shares may be purchased, representing approximately 48.9 per 
cent. of the issued ordinary share capital of the Company at a price of 50p per 
ordinary share.  The Company will today post a circular to shareholders in 
relation to the tender offer ("Circular"). 
 
 
The price of 50p per ordinary share represents a premium of approximately 10 per 
cent. to the middle market closing price of 45.5p on 29 January 2009 the latest 
practicable date prior to the initial announcement of the tender offer by the 
Company. 
 
 
The final dividend of 2p per ordinary share as announced on 5 December 2008 and 
to be paid on 6 April 2009 to shareholders on the register on 6 March 2009 will 
be paid independently of the tender offer. 
 
 
The tender offer is open to all shareholders on the Company's register at 5.00 
p.m. on 6 April 2009, who may participate by tendering any of their 
shareholdings of ordinary shares at 50p per ordinary share.  No ordinary shares 
will be purchased in relation to the tender offer unless the relevant resolution 
to be proposed at the general meeting of the Company to be held on 6 April 2009 
is passed.  Successfully tendered ordinary shares representing 10 per cent. of 
the Company's issued ordinary share capital following completion of the tender 
offer will then be held in treasury and the remainder will be cancelled. 
 
 
Tender forms in connection with ordinary shares held in certificated form must 
be completed, signed and returned together with the relevant share 
certificate(s) and/or other documents of title, in accordance with the 
instructions printed thereon as soon as possible and, in any event, so as to be 
received by Capita Registrars, Corporate Actions, The Registry, 34 Beckenham 
Road, Beckenham, Kent BR3 4TU no later than 1.00 p.m. on 6 April 2009. Holders 
of ordinary shares held in CREST must make the tender electronically through 
CREST by no later than 1.00 p.m. on 6 April 2009. 
 
 
Forms of proxy for the general meeting to be held at 12 noon on 6 April 2009 
must be completed and returned so as to reach Capita Registrars, Proxy 
Department, The Registry, 34 Beckenham Road, Beckenham, Kent BR3 4TU by no later 
than 12 noon on 4 April 2009. 
 
 
At the general meeting, a special resolution will also be proposed to confer 
general authority for the market purchase by the Company of up to a maximum of 
10 per cent. of the Company's issued ordinary share capital after completion of 
the tender offer at the minimum and maximum prices specified as set out in the 
notice included in the Circular. 
 
 
The Circular, tender form and form of proxy will be submitted to the UK Listing 
Authority, and will shortly be available for inspection at the UK Listing 
Authority's Document Viewing Facility, which is situated at: 
 
 
Financial Services Authority 
25 The North Colonnade 
Canary Wharf 
London E14 5HS 
Tel No: (0)20 7066 1000 
 
 
The Circular is also available on the EDP website, www.edp.co.uk. 
 
 
Enquiries 
 
 
Julian Wassell (Chief Executive) 
Electronic Data Processing Public Limited Company 
Tel: 0114 2622007 
 
 
John Stephan 
BDO Stoy Hayward LLP (Financial Adviser to the Company) 
Tel: 0121 352 6200 
 
 
Toby Mountford 
Citigate Dewe Rogerson 
020 7638 9571 m:07710 356611 
 
 
 
 
 
 
BDO Stoy Hayward LLP which is authorised and regulated in the United Kingdom by 
the Financial Services Authority, is acting exclusively for the Company and no 
one else in relation to the matters described in this document and will not be 
responsible to any other person for the protections afforded to the clients of 
BDO Stoy Hayward LLP in relation to the matters referred to in this document. 
 
 
 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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