| Result of Extraordinary General Meeting ('EGM') in relation to the Proposed Related Party Share Buy-Back |
| 21 July 2003 |
The Company announces that the special resolutions relating to the Related Party Share Buy-Back, set out in the circular dated 26 June 2003, were duly passed by shareholders at the EGM held today at 9.00am.
The Company has agreed in principle to buy 2.9 million shares from Banc Boston (a related party by virtue of its holding being greater than ten per cent.) at a fixed price of 20p and will have an option (exercisable until 27 August 2003) to purchase up to a further 1.6 million shares also at 20p.
Shareholders have also approved a general authority to repurchase up to a further 3,405,538 shares (five per cent. of the ordinary shares now in issue). The Directors have no present intention to exercise this authority.
The ability of the Company to repurchase shares and to make market purchases requires Court approval to a reduction in the share premium account to create a distributable reserve. Such Court approval will now be sought following the passing of the resolutions at the EGM.
Definitions in the circular apply in this announcement unless the context otherwise requires.
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