Recommended Final Cash Offer for Metal Bulletin by Euromoney

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Friday 4 August 2006

- The boards of Euromoney and Metal Bulletin are pleased to announce that terms have been agreed for a recommended final cash offer for the entire issued and to be issued share capital of Metal Bulletin.

- Under the terms of the Offer, Metal Bulletin shareholders will receive 400 pence in cash for every Metal Bulletin share held.

- The Offer values the existing issued ordinary share capital of Metal Bulletin at approximately £221 million.

- The Offer represents:

- a premium of 32.7 per cent. to Metal Bulletin's share price of 301.5 pence at the close of business on 14 July 2006, the last Business Day prior to Euromoney's original approach; and

- a premium of 34.0 per cent. to Metal Bulletin's share price of 298.5 pence at the close of business on 23 June 2006, the last Business Day before Metal Bulletin and Wilmington announced the terms of their proposed merger.

- A partial share alternative will be made available, which will allow Metal Bulletin shareholders (other than Restricted Overseas Persons) to elect to receive any proportion of the consideration to which they would otherwise be entitled under the basic terms of the Offer in new Euromoney shares subject to not more than 14 million new Euromoney shares being issued.

- A loan note alternative will also be made available.

- Metal Bulletin Shareholders will be entitled to retain the interim dividend in respect of the six months ending 30 June 2006 which is expected to be declared by no later than 29 August 2006.

- The board of Euromoney believes that the Acquisition will create significant value for its shareholders by creating a leading business-to-business media company covering the financial and metals markets.

- The board of Euromoney believes that there is significant scope for revenue and operating efficiencies from the Acquisition.

- The directors of Metal Bulletin have, conditional upon being released from certain other undertakings which such persons have given, agreed that they will enter into undertakings to accept the Offer in respect of Shares they hold amounting to 473,510 Shares, representing approximately 0.9 per cent. of the existing issued share capital of Metal Bulletin.

- In addition, irrevocable undertakings or letters of intent to accept the Offer have been received in respect of 16,677,589 Shares, representing approximately 30.2 per cent. of the existing issued share capital of Metal Bulletin.

- The directors of Metal Bulletin, who have been so advised by Arden Partners and Trillium Partners, consider the terms of the Offer to be fair and reasonable. However, the directors of Metal Bulletin are not expressing any view on the Partial Share Alternative. In providing their advice, Arden Partners and Trillium Partners have taken into account the commercial assessments made by the directors of Metal Bulletin. Accordingly, the directors of Metal Bulletin intend unanimously to recommend to Shareholders to accept the Offer.

- The Acquisition is a Class 1 transaction for Euromoney under the Listing Rules and is therefore conditional, inter alia, on the shareholders of Euromoney approving the Acquisition and certain matters relating to it at an extraordinary general meeting. Accordingly, a circular convening the extraordinary general meeting will be posted to Euromoney shareholders when (or shortly after) the Offer Document is posted to Metal Bulletin Shareholders. The directors of Euromoney intend to vote in favour of such necessary resolutions in respect of all their registered, beneficial holdings of shares in Euromoney.

- In addition, an irrevocable undertaking to vote in favour of the necessary resolutions of Euromoney has been received from Daily Mail & General Trust plc in respect of 62,147,624 Euromoney shares, representing 69.8 per cent. of Euromoney's existing issued share capital.

Commenting on the Offer, Padraic Fallon, Chairman of Euromoney, said:

"We are delighted to announce this recommended offer. This is an exciting opportunity to combine two of the UK's leading business-to-business and events companies where there is a strong strategic fit, particularly given the complementary mix of products such as Euromoney's Hedge Fund Intelligence and Metal Bulletin's MARHedge. In addition, there are several avenues for growth particularly from the cross-selling of each other's products, such as Metal Bulletin's BCA research to Euromoney's financial customers, and increased sponsorship and events revenues, as well as an enhanced platform for electronic publishing for customers across the world."

Anthony Selvey, Chairman of Metal Bulletin, said:

"We believe Euromoney's revised proposal at 400 pence cash per share fairly reflects the achievements and prospects of Metal Bulletin. The Offer also provides a level of value and, importantly, a degree of immediate certainty which we recognise as being important to our shareholders. We hope that as part of a larger group Metal Bulletin and its staff will continue to flourish and we will look for a smooth transition of ownership."

Enquiries:

Euromoney
Padraic Fallon (Chairman)
Richard Ensor (Managing Director)
Colin Jones (Finance Director)
Christopher Fordham (Executive Director)
Tel: +44 (0)20 7779 8888

Dresdner Kleinwort (financial adviser and broker to Euromoney)
Chris Treneman
Claude Herskovits
Sean Watherston
Tel: +44 (0)20 7623 8000

Tulchan Communications (PR adviser to Euromoney)
Andrew Honnor
Peter Hewer
Tel: +44 (0)20 7353 4200

Metal Bulletin
Anthony Selvey (Chairman)
Tom Hempenstall (Chief Executive)
Leslie-Ann Reed (Finance Director)
Tel: +44 (0)20 7827 9977

Arden Partners (financial adviser and corporate broker to Metal Bulletin)
Chris Fielding
Steve Pearce
Jim Reed-Daunter (corporate broker)
Tel: +44 (0)20 7423 8900

Trillium Partners (financial adviser to Metal Bulletin)
Stephen Routledge
Philip Mastriforte
Richard Finston
Tel: +44 (0)20 7866 6044

Financial Dynamics (PR adviser to Metal Bulletin)
Charles Palmer
Tim Spratt
Tel: +44 (0)20 7831 3113