AXO Axon Grp.

    RNS Number : 2578G
  Axon Group PLC
  20 October 2008
   

    NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO THE SAME WOULD CONSTITUTE
A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
    For immediate release
    20 October 2008
    Axon Group plc
("Axon" or the "Company")
    Adjournments of Court Meeting and General Meeting
    
Further to the Company's announcement on 15 October 2008, the Company announces that the Court Meeting and the General Meeting held earlier
today were each duly adjourned indefinitely.
    The Axon Board has today, with the agreement of Infosys and the Panel, resolved to no longer proceed with the Scheme and has notified
the Court accordingly.  As such, the Scheme will be treated as being terminated with immediate effect.
    The Axon Board is continuing to take steps to implement the acquisition of the Company by HCL EAS Limited ("HCL EAS"), an indirect
wholly owned subsidiary of HCL Technologies Limited, by way of a scheme of arrangement (the "HCL Scheme"). In this regard, the Company has
entered into an implementation agreement with HCL EAS in connection with the implementation of the HCL Scheme, further details of which will
be set out in the scheme document to be posted to Axon Shareholders on or around 24 October 2008.
    Words and expressions where defined in the scheme document of the Company dated 20 September 2008 shall, unless the context provides
otherwise, have the same meanings in this announcement.
    
Enquiries:
    Axon Group PLC                                           +44 (0) 17 8448 0800
    Roy Merritt
Steve Cardell
Iain McIntosh    
    Citigroup Global Markets Limited
    William Barter                                                   +44 (0) 20 7986 6946
Richard Moore                                                  +44 (0) 20 7986 5376
Charles Lytle                                                    +44 (0) 20 7986 0519
    Bell Pottinger Corporate & Financial           +44 (0) 20 7861 3232
Mike Davies                                                     
Chris Hamilton                                             
Antonia Coad                                                      
    
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 Axon Group plc, all "dealings" in any "relevant securities" of that 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 3.30 p.m. (London time) on the London business day following the date of the relevant transaction. This requirement will
continue until the date on which an 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 Axon Group plc, they will be deemed to be 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 Axon by the offeror or Axon, 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.thetakeoverpanel.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 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 Panel.

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