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Shareholder Circular

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Shareholder Circular THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. PART II ( EXPLANATORY STATEMENT ), TOGETHER WITH THE REST OF THIS DOCUMENT, COMPRISES AN EXPLANATORY STATEMENT IN COMPLIANCE WITH SECTION 897 OF THE COMPANIES ACT. THIS DOCUMENT CONTAINS DETAILS OF A PROPOSAL WHICH, IF IMPLEMENTED, WILL RESULT IN THE CANCELLATION OF LISTING AND ADMISSION TO TRADING OF DMGT ORDINARY SHARES ON THE MAIN MARKET OF THE LONDON STOCK EXCHANGE. If you are in any doubt as to the action you should take, you are recommended to seek your own financial advice immediately from your stockbroker, bank manager, accountant or other independent financial adviser authorised under the Financial Services and Markets Act 2000, if you are in the United Kingdom, or from another appropriately authorised independent financial adviser if you are taking advice in a territory outside the United Kingdom . If you sell or have sold or otherwise transferred all of your DMGT Shares, please send this document and the accompanying documents at once to the purchaser or transferee, or to the stockbroker, bank or other agent through whom the sale or transfer was effected, for delivery to the purchaser or transferee. However, such documents should not be forwarded or transmitted in or into any jurisdiction in which such act would constitute a violation of the relevant laws of such jurisdiction. If you have sold or otherwise transferred only part of your holding of DMGT Shares, you should retain the documents and consult the stockbroker, bank or other agent through whom the sale or transfer was effected. The release, publication or distribution of this document, in whole or in part, directly or indirectly, in or into jurisdictions other than the United Kingdom may be restricted by the laws of those jurisdictions and therefore persons into whose possession this document comes should inform themselves about, and observe, any such restrictions. Failure to comply with any such restrictions may constitute a violation of the securities laws of any such jurisdiction. To the fullest extent permitted by applicable law, the companies and persons involved in the Proposal disclaim any responsibility and liability for the violation of such restrictions by any person. PLEASE NOTE THAT THIS DOCUMENT IS BEING SENT TO HOLDERS OF DMGT A SHARES FOR INFORMATION PURPOSES ONLY. DMGT A SHAREHOLDERS DO NOT NEED TO TAKE ANY ACTION IN RELATION TO THIS DOCUMENT. Recommended scheme of arrangement of Daily Mail and General Trust plc resulting in the holding by Rothermere Continuation Limited of the issued ordinary voting share capital of DMGT not already owned by RCL to be effected by means of a scheme of arrangement under Part 26 of the Companies Act 2006 This document (including any documents incorporated into it by reference) should be read as a whole and in conjunction with the accompanying Forms of Proxy. Your attention is drawn to the letter from the Chairman of the Independent Committee which is set out in Part I ( Letter from the Chairman of the Independent Committee ) of this document and which contains a recommendation from the Independent DMGT Directors that you vote in favour of each of the resolutions set out in the notice of the Court Meeting and the notice of the General Meeting. A letter from Lazard explaining the Scheme appears in Part II ( Explanatory Statement ) of this document and it, together with the rest of this document, comprises the explanatory statement in compliance with section 897 of the Companies Act . Notices of the Court Meeting and of the General Meeting, both to be held at The Roof Gardens, 99 Kensington High Street (entrance on Derry Street), London W8 5SA on 3 October 2013, are set out in Part X (Notice of Court Meeting ) and Part XI (Notice of General Meeting ) of this document respectively. The Court Meeting will start at 10 a.m. London time and the General Meeting at 10.15 a.m. London time (or as soon thereafter as the Court Meeting has concluded or been adjourned). The actions to be taken in respect of the Shareholder Meetings are set out on pages 3 – 6 of this document . DMGT Ordinary Shareholders will find enclosed with this document a BLUE Form of Proxy for use in connection with the Court Meeting and a WHITE Form of Proxy for use in connection with the General Meeting. Whether or not you intend to attend the Shareholder Meetings in person, please complete and sign each of the enclosed Forms of Proxy in accordance with the instructions printed on them and return them to DMGT’s Registrars, Equiniti Limited, of Aspect House, Spencer Road, Lancing, West Sussex BN99 6DA, as soon as possible and, in any event, so as to be received by no later than 48 hours (excluding any part of a day that is not a working day) prior to the time appointed for the relevant Shareholder Meeting. If the BLUE Form of Proxy for the Court Meeting is not returned by the specified time, it may be handed to representatives of Equiniti Limited or the Chairman of the Court Meeting before the start of that meeting and will still be valid. In the case of the General Meeting, however, unless the WHITE Form of Proxy is returned by the time mentioned in the instructions printed on it, it will be invalid. If you have any questions about this document, the Court Meeting, the General Meeting or on the completion and return of the Forms of Proxy, please call the Shareholder Helpline on 0871 384 2787 (from within the UK) or on +44 121 415 0096 (if calling from outside the UK). Calls to the 0871 384 2787 number are charged at 8 pence per minute (excluding VAT) plus network extras. Lines are open from 8.30 a.m. to 5.30 p.m. (London time) Monday to Friday (except UK public holidays). Calls to the Shareholder Helpline from outside the UK will be charged at the applicable international rate. Different charges may apply to calls from mobile telephones and calls may be recorded and randomly monitored for security and training purposes. Please note that the Shareholder Helpline operators cannot provide advice on the merits of the Proposal nor give financial, tax, investment or legal advice. Lazard, which is authorised and regulated in the UK by the FCA, is acting exclusively as financial adviser to the Independent DMGT Directors and no one else in connection with the Proposal and will not be responsible to anyone other than Independent DMGT Directors for providing the protections afforded to clients of Lazard nor for providing advice in relation to the Proposal or any other matters referred to in this document. Neither Lazard nor any of its affiliates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Lazard in connection with any statement contained herein or otherwise. Rothschild, which is authorised by the Prudential Regulation Authority and regulated in the UK by the FCA and the Prudential Regulation Authority, is acting exclusively for RCL and no one else in connection with the Proposal and will not be responsible to anyone other than RCL for providing the protections afforded to clients of Rothschild or for providing advice in relation to the Proposal or any other matters referred to in this document. Neither Rothschild nor any of its associates owes or accepts any duty, liability or responsibility whatsoever (whether direct or indirect, whether in contract, in tort, under statute or otherwise) to any person who is not a client of Rothschild in connection with any statement contained herein or otherwise. This document and the accompanying Forms of Proxy have been prepared for the purposes of complying with the laws of England and Wales, the Code and the Listing Rules, and information disclosed may not be the same as that which would have been prepared in accordance with the laws of jurisdictions outside England and Wales or if the Code and/or the Listing Rules had not applied. This document and the Conditions and further terms set out in this document are governed by the laws of England and Wales and are subject to the jurisdiction of the English courts. PUBLICATION ON WEBSITE This document, together with all information incorporated by reference into this document, will be available (subject to any applicable restrictions with respect to persons resident in Restricted Jurisdictions) on the website of DMGT at www.dmgt.com , from the time of publication of this document. AVAILABILITY OF HARD COPIES If you have received this document in electronic form, you may request a hard copy of this document and/or any information incorporated by reference into this document by calling the Shareholder Helpline on 0871 384 2787 (from within the UK) or on +44 121 415 0096 (if calling from outside the UK). Calls to the 0871 384 2787 number are charged at 8 pence per minute (excluding VAT) plus network extras. Lines are open from 8.30 a.m. to 5.30 p.m. (London time) Monday to Friday (except UK public holidays). Calls to the Shareholder Helpline from outside the UK will be charged at the applicable international rate. Different charges may apply to calls from mobile telephones and calls may be recorded and randomly monitored for security and training purposes. Please note that the Shareholder Helpline operators cannot provide advice on the merits of the Proposal nor give financial, tax, investment or legal advice. You may also request that all future documents, announcements and information to be sent to you in relation to the Proposal should be in hard copy form.
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