Compulsory Acqn of Shares

    RNS Number : 7620B
  Baring Private Eqty Asia IV Hldg(7)
  20 August 2008
   

    NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, NEW ZEALAND OR ANY
OTHER RESTRICTED JURISDICTION 
    FOR IMMEDIATE RELEASE
    20 August 2008
    Recommended cash offer 
    for
    Nord Anglia Education PLC 
    by 
    Premier Education (UK) BidCo Limited
a company formed at the direction of The Baring Asia Private Equity Fund IV, L.P.
    
    COMPULSORY ACQUISITION OF SHARES
    On 18 August 2008, Premier BidCo announced that the recommended cash offer to acquire the entire issued and to be issued share capital
of Nord Anglia was wholly unconditional and that Premier BidCo had become entitled to implement the compulsory acquisition procedure under
Chapter 3 of Part 28 of the Companies Act 2006.  
    Consequently, Premier BidCo is today implementing such procedure under Chapter 3 of Part 28 of the Companies Act 2006 to compulsorily
acquire all of the outstanding Nord Anglia Shares which it does not already hold or has not already acquired, contracted to acquire or in
respect of which it has not already received valid acceptances.
    The Offer, as set out in the Offer Document, will remain open for acceptance until further notice.
    The definitions set out in the Offer Document dated 7 July 2008 have the same meanings in this announcement.

 Enquiries: 
 UBS Investment Bank (financial adviser to Baring)    Tel: [phone]

 Liam Beere
 Thomas Onions

 Gavin Anderson (PR adviser to Baring)                Tel: [phone]
                                                       
 Fergus Wylie
    

    This announcement is not intended to and does not constitute, or form part of, any offer to sell or invitation to purchase, otherwise
acquire, subscribe for, sell or otherwise dispose of, any securities or the solicitation of any vote or approval in any jurisdiction
pursuant to this announcement or otherwise. The Offer Document contains the full terms and conditions of the Offer, including details of how
the Offer may be accepted. Any acceptance or other response to the Offer should be made solely on the basis of the information in the Offer
Document.
    UBS Limited is acting exclusively for Baring and no-one else in connection with the Offer and will not be responsible to anyone other
than Baring for providing the protections afforded to clients of UBS Limited or for providing advice in relation to the Offer or any other
matters referred to in this announcement.
    The distribution of this announcement in jurisdictions other than the United Kingdom and the availability of the Offer to persons not
resident in the United Kingdom may be affected by the laws of the relevant jurisdictions in which they are located or of which they are
citizens. Such persons should inform themselves about and observe any applicable legal or regulatory requirements.
    The Offer is not being, and will not be, made, directly or indirectly, in or into or by the use of the mails of, or any means or
instrumentality (including, but not limited to, facsimile, e-mail or other electronic transmission, telex or telephone) of interstate or
foreign commerce of, or of any facility of a national, state or other securities exchange of, Australia, New Zealand, the United States or
any other Restricted Jurisdiction and will not be capable of acceptance by any such use, means, instrumentality or otherwise from within
Australia, New Zealand, the United States or any other Restricted Jurisdiction.  
    Accordingly, copies of this announcement are not being, and must not be, mailed or otherwise distributed or sent in, into or from
Australia, New Zealand, the United States or any other Restricted Jurisdiction. Persons receiving this announcement (including, without
limitation, custodians, nominees and trustees) must not distribute, mail or send it in, into or from Australia, New Zealand, the United
States or any other Restricted Jurisdiction, and so doing may render any purported acceptance of the Offer invalid. Any person (including,
without limitation, any custodians, nominees and trustees) who would, or otherwise intends to, or who may have a contractual commitment or
legal obligation to, forward this announcement and/or the Offer Document and/or any related document to any jurisdiction should inform
themselves of, and observe, any applicable legal requirements of their jurisdiction.
    This announcement has been prepared in accordance with English law and the Takeover Code and information disclosed may not be the same
as that which would have been prepared in accordance with the laws of jurisdictions outside of England.


This information is provided by RNS
The company news service from the London Stock Exchange
 
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