FOR IMMEDIATE RELEASE

7 July 2006

 

 

RECOMMENDED CASH OFFER

 

for

 

eircom Group plc (“eircom”)

by

 

BCM Ireland Holdings Limited

(“BCMIH”)

 

 

Offer update – approval of ESOT Beneficiaries

 

The eircom ESOP Trustee Limited is pleased to announce that, following a ballot of the ESOT Beneficiaries that closed at 1pm on 7 July 2006, the ESOT Beneficiaries have approved the ESOT Proposal.

 

This approval fulfils one of the conditions to the Offer (which, in this case, needed to be satisfied prior to the Court Hearing taking place, which is expected to be on 17 August 2006).

 

The Scheme remains conditional as set out in Part 3 of the Scheme Document.

 

Terms defined in the scheme document dated 13 June 2006 (the “Scheme Document”) shall have the same meanings in this announcement.

 

 

Enquiries

 

ESOT

 

Con Scanlon

Jerome Barrett

Tel: +353 (0)1 647 1833

 

N M Rothschild (Financial adviser to the ESOT)

 

Jeremy Boardman

Richard Murley

Chris Brooks

Tel: +44 (0)20 7280 5000

 

Merrion (Broker to the ESOT)

 

John Sheridan

Damien Gaffney

Tel: +353 (0)1 240 4100

 

Financial Dynamics (Public relations adviser to the ESOT)

 

Declan Kelly

Tel: +353 (0)1 663 3600

 

 

N M Rothschild, which is regulated in the United Kingdom by the Financial Services Authority, is acting for the ESOT and no one else in connection with the Offer and will not be responsible to anyone other than the ESOT for providing the protections afforded to the customers of N M Rothschild or for providing advice in relation to the Offer.

Merrion, which is regulated by the Financial Regulator under the Investment Intermediaries Act 1995, is acting as broker to the ESOT and is also giving financial advice to the ESOT and no one else in connection with the Offer and will not be responsible to anyone other than ESOT for providing the protections afforded to its customers or for providing advice in relation to the Offer or any matter or arrangement referred to herein.

The distribution of this announcement in jurisdictions other than the United Kingdom and Ireland may be restricted by law and therefore persons into whose possession this announcement comes should inform themselves about and observe any applicable legal and regulatory requirements. Any failure to comply with the applicable requirements may constitute a violation of securities law of any such jurisdiction. Further details in relation to Overseas Shareholders are contained in Part 2 of the Scheme Document.

This announcement does not constitute an offer to sell or an invitation to purchase or subscribe for any securities.  Any decision in relation to the Offer should be made only on the basis of the information contained in the Scheme Document or any other document by which the Offer is made.

The EU Takeover Directive was implemented in the UK on 20 May 2006 and, as a result, the City Code applies to eircom.

 

END