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Sliedrecht, the Netherlands, 20 February 2008 Unit 4 Agresso N.V. ("Unit 4 Agresso") shareholders today gave strong support for the company's proposed acquisition of CODA plc ("CODA). At an Extraordinary General Meeting held in Sliedrecht, shareholders voted 99.99 per cent in favour of the transaction (50% majority needed) thereby approving the proposed acquisition of CODA by Unit 4 Agresso. Commenting on the approval, Unit 4 Agresso CEO Chris Ouwinga said: "We are naturally very pleased with the result, and have taken a major step towards the completion of a transaction that will be beneficial to our customers, employees and shareholders. We very much look forward to working with CODA's management team to further expand the combined business." For more information please contact:
Unit 4 Agresso N.V.
Edwin van Leeuwen CFO
T: +31 (0)184 444 444
F: +31 (0)184 444 463
E: Edwin.van.leeuwen@unit4agresso.com Dealing Disclosure Requirements Under the provisions of Rule 8.3 of the City Code, if any person is, or becomes, "interested (directly or indirectly) in 1 per cent or more of any class of "relevant securities" of CODA, all "dealings" in any "relevant securities" of CODA, (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by no later than 3.30 pm (London time) on the London business day following the date of the relevant transaction. This requirement will continue until the date on which the Offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of CODA, they will be deemed to be a single person for the purpose of Rule 8.3. Under the provisions of Rule 8.1 of the City Code, all "dealings" in "relevant securities" of CODA by Agresso, Unit 4 Agresso or CODA, or by any of their respective "associates", must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction. A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed, and the number of such securities in issue, can be found on the Panel’s website at http://www.thetakeoverpanel.org.uk. "Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities. Terms in quotation marks are defined in the City Code, which can also be found on the Panel's website. If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Panel.
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