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Premier announces conditional takeover offer for Just Group

07
Apr '08
Premier Investments Limited (Premier) announced its intention to make a conditional takeover offer for Just Group Limited (“Just Group”) on Monday, 31 March 2008.

• The offer is unsolicited. There had been no prior discussions between Premier Investments and Just Group
• A special board committee has been formed to evaluate and respond to Premier's offer
• The recommendation of the special board committee will be provided in Just Group's Target's Statement
• Lonergan Edwards has been appointed to prepare an independent expert's report.
• This report will consider whether Premier's offer is fair and reasonable for Just Group shareholders. The report will be included in our Target's Statement
• Meanwhile, shareholders should TAKE NO ACTION in relation to Premier's offer
• The board and management of Just Group have achieved continuous sales and profit growth over the past seven years, including record first half results for 2008. We are committed to ensuring that all our shareholders benefit fully from Just Group's underlying value and growth potential

A brief summary of the offer and our observations on the bid, as well as the steps Just Group is taking are outlined below:

- Premier's offer includes the value of your interim dividend
Premier is offering $2.20 cash and 0.25 Premier shares for each of your Just Group shares.

The cash component of Premier's offer of $2.20 per share includes Just Group's 10.5 cent fully franked interim dividend, which was declared by Just Group on 5 March 2008. Accordingly, the amount of cash being offered by Premier will reduce by 10.5 cents because of the interim dividend.


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