RNS Number:9217J
Paramount PLC
11 April 2003

                        OFFER FOR GROUPE CHEZ GERARD PLC

                      BY DAWNAY, DAY CORPORATE FINANCE LTD

                           ON BEHALF OF PARAMOUNT PLC

                 OFFER DECLARED UNCONDITIONAL AS TO ACCEPTANCES



                                                                   11 April 2003



On 13 March 2003, Paramount plc ("Paramount") announced the terms of a Share
Offer with a Cash Alternative, made by Dawnay, Day Corporate Finance Limited 
("Dawnay, Day Corporate Finance") on behalf of Paramount, to acquire the entire
issued and to be issued share capital of Groupe Chez Gerard PLC ("Groupe Chez
Gerard" or "GCG") not already held by Paramount.  The offer document was posted
on 20 March 2003 and the first closing date was 3 pm on 10 April 2003.



On 3 April 2003, the Independent Directors of Groupe Chez Gerard recommended GCG
Shareholders to accept the Offer and elect for the Cash Alternative.



Dawnay, Day Corporate Finance announces that, as at 3.00 p.m. on 10 April 2003,
valid acceptances of the Offer had been received in respect of 17,472,941 Groupe
Chez Gerard Shares representing, in aggregate, approximately 84.73 per cent. of
Groupe Chez Gerard's total issued share capital.



Paramount already owns 655,000 shares representing approximately 3.17 per cent
of the issued ordinary share capital of Groupe Chez Gerard. Therefore Paramount
has acquired or agreed to acquire in total 18,127,941 Groupe Chez Gerard Shares
representing approximately 87.90 per cent. of Groupe Chez Gerard's total issued
share capital.



Dawnay, Day Corporate Finance, on behalf of Paramount, hereby declares the Offer
to be unconditional as to acceptances.



Prior to making the Offer, Paramount received an irrevocable undertaking to
accept the Offer in respect of 5,513,000 shares representing approximately 26.73
per cent, of the existing ordinary share capital of Groupe Chez Gerard. As at
3.00 p.m. on 10 April 2003, valid acceptances had been received pursuant to this
undertaking and these are included in the valid acceptances disclosed above.



Forms of Acceptance not yet returned should be completed and returned in
accordance with the instructions set out in the Offer Document and on the Form
of Acceptance as soon as possible. The Offer remains open until further notice
subject to the terms and conditions set out in the Offer Document dated 20 March
2003. The Cash Alternative has closed in accordance with its terms and any
acceptances received after 3pm on 10 April 2003 will be treated as valid
acceptances of the Share Offer, notwithstanding any purported elections for the
Cash Alternative.



The Offer remains conditional, inter alia, on the passing of various resolutions
by Paramount shareholders at an Extraordinary General Meeting to be held on 14
April 2003.



Unless the context otherwise requires, defined terms used in this announcement
shall have the meanings given to them in the Offer document dated 20 March 2003.

Enquiries:



Guy Naggar, Chairman of Paramount                             Tel: 020 7834 8060

Nick Basing, Chief Executive Designate of Paramount           Tel: 020 7834 8060

David Floyd, Dawnay, Day Corporate Finance                    Tel: 020 7509 4570

Tim Robertson, CardewChancery                                 Tel: 020 7930 0777





The availability of the Offer to persons not resident in the United Kingdom may
be affected by the laws of their relevant jurisdiction. Persons who are not
resident in the UK should obtain their own advice and observe any applicable
legal and regulatory requirements. The Offer is not being made, directly or
indirectly, in or into, or by use of the mails, or by any means or
instrumentality (including, without limitation, telephonically or
electronically) of interstate or foreign commerce, or any facilities of a
securities exchange, of the United States, Canada, Australia, South Africa or
Japan and the Offer is not capable of acceptance by any such use, means,
instrumentality or facility from within the United States, Canada, Australia,
South Africa or Japan. Accordingly, copies of this announcement are not being,
and must not be, directly or indirectly, mailed or otherwise forwarded,
distributed or sent in or into the United States, Canada, Australia, South
Africa or Japan and persons receiving this announcement (including custodians,
nominees and trustees) must not mail or otherwise forward, distribute or send it
in or into the United States, Canada, Australia, South Africa or Japan. Doing so
may render invalid any purported acceptance of the Offer.



Dawnay, Day Corporate Finance, which is regulated in the United Kingdom by the
Financial Services Authority, is acting exclusively for Paramount and no one
else in connection with the Offer and will not be responsible to any person
other than Paramount for providing the protections afforded to its customers or
for providing advice in relation to the Offer. Dawnay, Day Corporate Finance has
given and has not withdrawn its consent to the publication of this announcement
containing references to its name in the form and context in which they appear.



This announcement has been approved by Dawnay, Day Corporate Finance for the
purposes of S21 of the Financial Services & Markets Act 2000.


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