AGS Aegis Grp.

TIDMAGS

RNS Number : 9024A

Dentsu Inc.

26 March 2013

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

26 March 2013

Recommended Convertible Bond Cash Offer by Dentsu Inc. ("Dentsu") to the holders of all of Aegis Group Capital (Jersey) Limited's outstanding GBP190,600,000 2.50 per cent. Guaranteed Convertible Bonds due 2015 (ISIN: XS0497975838), unconditionally and irrevocably guaranteed by Aegis Group plc ("Aegis") (the "Aegis Convertible Bonds")

Change of Control Date and Offer Amount

As announced by Aegis today, the scheme of arrangement to effect the recommended cash acquisition of Aegis by Dentsu under the scheme document issued by Aegis on 23 July 2012 has become effective and the entire issued share capital of Aegis is now owned by Dentsu.

Further to the offer made on 14 March 2013 by Dentsu to holders of the outstanding Aegis Convertible Bonds to purchase their Aegis Convertible Bonds for cash (the "Offer"), holders of the Aegis Convertible Bonds are advised that:

   --           the Change of Control Date is today, 26 March 2013; and 

-- based on a conversion price of GBP1.3912, the Change of Control Amount is GBP172,512.00 per GBP100,000 in principal amount of the Aegis Convertible Bonds; and

-- the Offer Amount is GBP173,762.00 per GBP100,000 in principal amount of the Aegis Convertible Bonds, provided that the settlement of the Convertible Bond Offer is completed on or prior to 19 April 2013.

The Expiration Deadline in respect of the Offer is 5:00 p.m. (London time) on 11 April 2013.

Unless otherwise defined, capitalised terms used in this announcement have the meanings given in the offer memorandum dated 14 March 2013 relating to the Offer.

- ends -

For further information:

A copy of this announcement will be made available free of charge (subject to any applicable restrictions) on Dentsu's website (www.dentsu.com) and Aegis' website (www.aegisplc.com) by no later than noon (London time) on the day following this announcement.

You may request a hard copy of this announcement by contacting Aegis's registrar, Computershare Investor Services PLC on 0870 889 3174 (from inside the UK) or +44 870 889 3174 (from outside the UK). You may also request that all future documents, announcements and information to be sent to you in relation to the Offer should be in hard copy form.

This announcement does not constitute an offer to purchase any securities, or the solicitation of an offer to sell any securities, nor shall there be any offer to purchase securities in any jurisdiction in which such offer, solicitation or purchase would be unlawful.

The release, publication or distribution of this announcement in certain jurisdictions may be restricted by law. Persons who are not resident in the United Kingdom or who are subject to other jurisdictions should inform themselves of, and observe, any applicable requirements.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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