Scheme of Arrangement
December 23 2002 - 7:45AM
UK Regulatory
RNS Number:5150F
CMG PLC
23 December 2002
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN, INTO OR FROM AUSTRALIA, CANADA
OR JAPAN
23 December 2002
CMG PLC AND LOGICA PLC
SCHEME OF ARRANGEMENT IN RELATION TO THE PROPOSED MERGER OF
CMG PLC WITH LOGICA PLC
CMG plc and Logica plc are pleased to announce that at a hearing today, the High
Court sanctioned, without modification, the Scheme of Arrangement between CMG
and its shareholders pursuant to which the merger with Logica is to be
implemented.
As previously announced, CMG and Logica expect to implement the Scheme and
complete the Merger on 30 December 2002. The last day of dealings in CMG Shares
is expected to be 27 December 2002. Upon completion of the Merger, CMG will
become a wholly-owned subsidiary of Logica and Logica will change its name to
LogicaCMG.
Dealings in LogicaCMG Shares are expected to commence on the London Stock
Exchange under the name of LogicaCMG plc and the symbol "LOG" at 8:00 a.m. on 30
December 2002. Dealings in LogicaCMG Shares are also expected to commence on
Euronext Amsterdam under the symbol "LOG" at 9:00 a.m. CET on 30 December 2002.
Logica Shareholders will continue to hold their existing Logica Shares which
will also trade under the name LogicaCMG.
The CREST accounts of holders of CMG Shares in uncertificated form are expected
to be credited with new LogicaCMG Shares on 30 December 2002. Share
certificates for LogicaCMG Shares will be despatched to holders of CMG Shares in
certificated form no later than 13 January 2003.
The settlement procedure in respect of entitlements to interests in CMG Shares
registered in the name of Necigef, now trading as Euroclear Netherlands, (to
whom the LogicaCMG Shares will be delivered according to the terms and
conditions set forth in the Scheme) will be based on the normal practice used by
the Admitted Institutions of Euronext Amsterdam.
Fractional entitlements to LogicaCMG Shares will not be issued to CMG
Shareholders but will be aggregated and sold in the market and the relevant
share of the proceeds returned by cheque to the relevant CMG Shareholders by no
later than 13 January 2003.
Terms used in this announcement shall have the same meaning as in the Listing
Particulars dated 11 November 2002 which have been despatched to Logica
Shareholders and CMG Shareholders.
Enquiries:
Logica CMG
Will Cameron Tel: 020 7446 1786 Tony Richards Tel: 020 7592 4442
Richard Porter Tel: 020 7446 4616 Heleen Kamerman Tel: +31 20 6720 444
The Maitland Consultancy Tel: 020 7379 5151 Citigate Dewe Rogerson Tel: 020 7638 9571
Colin Browne Toby Mountford
Angus Maitland Sebastian Hoyle
Citigate First Financial Tel: +31 20 5754 010
Marise Blom
Frits Hendrikx
This information is provided by RNS
The company news service from the London Stock Exchange
END
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