ABU Abacus Group

    RNS Number : 7116D
  Abacus Group PLC
  18 September 2008
   

 For immediate release  18 September 2008

    Abacus Group
    ("Abacus" or "the Company")

    Trading Update and Possible Offer


    As stated in the Interim Results announcement on 28 May 2008, the trading conditions for Abacus and its competitors have been
challenging since the beginning of the year. This was particularly the case throughout Europe during the summer months when sales were lower
than the Board anticipated. There has been no compensating pick up of sales in September, with the consequence that the Board now
anticipates full year sales will be slightly lower than during 2007 and below its previous full year expectation.

    Notwithstanding the current trading environment, the Board of Abacus believes that the Company's share price has failed for some time to
reflect the underlying value of the business and now materially undervalues the Company. In reviewing the Company's strategic options, the
Board concluded that shareholder value would best be delivered through entering into discussions with a number of companies that have
approached Abacus with acquisition proposals. The Board of Abacus now considers it appropriate to inform shareholders that, as a result of
this process, it has received a number of proposals, which may or may not lead to an offer being made for the Company. The Board emphasises
that all proposals remain subject to a number of conditions, including due diligence and as such there can be no certainty that an offer
will be forthcoming.

    The Board has appointed HSBC Bank plc ("HSBC") as financial adviser to the Company. A further announcement updating shareholders will be
made as and when appropriate.

    In accordance with Rule 2.10 of the City Code on Takeovers and Mergers, Abacus confirms that it has 73,552,241 Ordinary shares of 5p
each in issue and admitted to trading on the London Stock Exchange under the UK ISIN code GB0000305796. 

    For more information please contact:

 Abacus Group                             Tel: 01635 36222
 Martin Kent (Chief Executive Officer)
 Peter Allen (Chief Financial Officer)

 HSBC                                   Tel: 020 7992 1683
 Nic Hellyer

 Buchanan Communications                Tel: 020 7466 5000
 Tim Anderson 
 Mary-Jane Johnson


    Dealing Disclosure Requirements 
    Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if any person is, or becomes "interested" (directly or indirectly)
in 1% or more of any class of "relevant securities" of Abacus, all "dealings" in any "relevant securities" of the Company (including by
means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by no later than
3.30pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the
date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer
period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to
acquire an "interest" in "relevant securities" of Abacus they will be deemed to a single person for the purpose of Rule 8.3. 
    Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant securities" of Abacus by the potential offeror or Abacus or by
any of their respective "associates", must be disclosed by no later than 12.00 noon (London time) on the London business day following the
date of the relevant transaction. 
    A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed, and the number of
such securities in issue, can be found on the Takeover Panel's website at www.takeoverpanel.org.uk. 
    "Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute to changes in the
price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or
by virtue of any option in respect of, or derivative referenced to, securities. 
    Terms in quotation marks are defined in the Code, which can also be found on the Takeover Panel's website. If you are in any doubt as to
whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Takeover Panel. 




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