HAR Harvard

TIDMHAR

RNS Number : 7930R

Harvard International PLC

09 November 2011

9 November 2011

This announcement is not an announcement of a firm intention to make an offer under Rule 2.7 of the City Code on Takeovers and Mergers (the "Code") and there can be no certainty that an offer will be made, nor as to the terms on which any offer will be made.

Harvard International plc

("Harvard" or the "Company")

Offer update

On 10 October 2011 the Board of Harvard announced that agreement in principle had been reached between Harvard and Chengdu Geeya Technology Co. Ltd. ("Geeya") on the terms of a possible offer for the entire issued and to be issued share capital of Harvard by Geeya Technology (HongKong) Limited, a wholly owned subsidiary of Geeya.

As set out in the announcement of 10 October 2011 Geeya and Harvard entered into an agreement providing for the payment to Harvard of a break fee of GBP500,000 which was to be paid into an escrow account by 9 November 2011. The break fee is payable to Harvard if, inter alia, a formal offer document is not posted to Harvard shareholders by Geeya on or before 30 March 2012 (the "Agreement").

The break fee has now been paid to the escrow account in accordance with the Agreement.

The possible offer remains subject to the pre-conditions and timetable outlined in the announcement of 10 October 2011 and Geeya continues to seek regulatory clearances in China. Such clearances, as detailed in the announcement of 10 October 2011, can take 4 months, or longer, to obtain. However, Geeya has informed the Company that progress is in line with the expected timetable for this process.

There can be no certainty that an offer will be made for the Company nor as to the terms on which any offer may be made.

Enquiries:

Harvard International plc Tel: 020 8238 7650

Bridget Blow, Chairman

Mike Ashley, Chief Executive Officer

Investec Tel: 020 7597 4000

James Grace

Disclosure requirements of the Takeover Code (the "Code")

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any paper offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any paper offeror is first identified. An Opening Position Disclosure must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any paper offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any paper offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a paper offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of the offeree company or of any paper offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any paper offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any paper offeror, save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a paper offeror, they will be deemed to be a single person for the purpose of Rule

8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant securities Opening

Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure

Table on the Takeover Panel's website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any

offeror was first identified. You should contact the Panel's Market Surveillance Unit on +44

(0)20 7638 0129 if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.

This information is provided by RNS

The company news service from the London Stock Exchange

END

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