RNS Number:3860N
Yell Group plc
10 July 2003



                                                                    10 July 2003


news release  news release   news release  news release  news release


  Not for release, publication or distribution in, or into, the United States,
                           Canada, Australia or Japan



                           YELL PRICES SHARES AT 285p
                              INCREASES OFFER SIZE


Yell Group plc ("Yell" or "the Company") today announces that an offer price of
285p per share has been set in respect of its initial public offering. At the
offer price, Yell will have a market capitalisation* of approximately #2.0
billion. As a result of strong investor demand, the offer size was increased to
#1.14 billion (400 million ordinary shares), excluding any over-allotment
arrangements, from the previously announced offer size of #850 million. The
indicative price range for the Global Offer was 250p to 300p.


John Condron, Chief Executive of Yell, said:


"We are delighted with the way new investors have embraced the Yell story.  The
strong response to the Yell share offer reflects the quality and potential of
the business.


We believe we are well positioned to deliver growth and continued strong cash
conversion, and we look forward to creating further value for our new and
existing shareholders."


400 million shares are being made available under the Global Offer, comprising a
primary offer of approximately 152 million ordinary shares and a secondary offer
of approximately 248 million ordinary shares.


In addition, over-allotment arrangements representing up to 15% of the Global
Offer - or 60 million ordinary shares - have been entered into with Merrill
Lynch International on behalf of the underwriters of the Global Offer.


Following the Global Offer, funds managed or advised by Apax Partners and Hicks,
Muse, Tate and Furst will each hold approximately 19%* of Yell's ordinary
shares, and management and employees will hold approximately 5%*. Assuming full
exercise of the over-allotment arrangements, these holdings would be 15%* and 
5%* respectively. Investors in the Global Offer will own approximately 65%* 
of the Company's issued share capital, assuming the over-allotment arrangements 
are exercised in full (57%* if no shares are acquired pursuant to the 
over-allotment arrangements).



Gross proceeds of the Global Offer will be #1,140 million, comprising
approximately #433 million from the primary offer and approximately #707 million
from the secondary offer.  If the over-allotment arrangements are exercised in
full, gross proceeds will increase to approximately #1,311 million.  None of the
proceeds arising from the exercise of the over-allotment arrangements will be
received by Yell.



The net primary proceeds of the Global Offer (of approximately #403 million,
after all direct expenses of the offering) will be used by Yell principally to
reduce indebtedness. This will include repayment of 35%, or approximately #173
million, of the aggregate principal and accreted amounts under the Company's
outstanding high yield bonds.



After the application of the net primary proceeds to pay down debt and the
exchange of certain shareholder bonds into equity, Yell's consolidated net debt
will be approximately #1.3 billion.



Conditional dealings are expected to commence at 8.00 am today.  Admission to
the Official List of the UK Listing Authority and commencement of unconditional
dealings on the main market of the London Stock Exchange are expected to take
place at 8.00 am on 15 July 2003.  The shares will be listed on the London Stock
Exchange under the symbol YELL.  Merrill Lynch International and Goldman Sachs
International are acting as joint global co-ordinators and joint bookrunners in
connection with the Global Offer.  Merrill Lynch International is acting as
sponsor to Yell.  Listing Particulars are expected to be published today in
respect of the Global Offer.



* Calculated including approximately 9 million shares which are currently
unissued but which would be issued upon the exercise of options held by
employees under existing share option plans, all of which are in the money at
the offer price.





For further information please contact:



Citigate Dewe Rogerson                         Tel - +44 (0) 20 7638 9571

Anthony Carlisle (Mobile: +44 (0) 7973 611888)

Michael Berkeley

Alexandra Scrimgeour



Merrill Lynch International

Bob Wigley                                     Tel - +44 (0) 20 7995 2194

Rupert Hume-Kendall                            Tel - +44 (0) 20 7996 2441



Goldman Sachs International

Simon Dingemans                                Tel - +44 (0) 20 7774 4615

Tim Bunting                                    Tel - +44 (0) 20 7774 5969



The contents of this announcement, which have been prepared by and are the
responsibility of Yell Group plc, have been approved by Merrill Lynch
International, of Merrill Lynch Financial Centre, 2 King Edward Street, London
EC1A 1HQ, solely for the purposes of section 21(2)(b) of the Financial Services
and Markets Act 2000.

Merrill Lynch International and Goldman Sachs International are acting for Yell
Group plc in relation to the proposed listing and equity offering and no one
else, and will not be responsible to anyone other than Yell Group plc for
providing the protections offered to their respective clients nor for providing
advice in relation to the proposed listing and equity offering.

This announcement does not contain or constitute an offer of securities for sale
in the United States.  Securities may not be offered or sold in the United
States absent registration or an exemption from registration. Any public
offering of securities to be made in the United States would be by means of a
prospectus that could be obtained from the issuer or any selling security holder
and that would contain detailed information about the issuer and management, as
well as financial statements. However, no public offering of securities in the
United States is currently contemplated, and Yell Group plc does not intend to
register any portion of any offering in the United States.



This announcement and the information contained herein are not for publication,
distribution or release in, or into, the United States, Canada, Australia or
Japan.  Stabilisation/FSA.


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