Demerger from GUS

Press releases

Demerger of ARG and Experian

27 July 2006

NOT FOR DISTRIBUTION IN OR INTO CANADA, AUSTRALIA OR JAPAN

GUS plc, the retail and business services group, announces that it has commenced posting documents to its shareholders proposing the demerger and public listing of its two remaining businesses, Argos Retail Group (ARG) and Experian.

Subject, inter alia, to shareholder approval, the demerger will result in GUS shareholders receiving one share in each of ARG and Experian for every GUS share they hold. Immediately following the demerger, it is expected that Experian will issue further shares to raise new capital of approximately £800m.

The expected timetable to achieve this is as below:

Sir Victor Blank, Chairman of GUS, commented:

“Today's announcement sets out the timetable for the demerger of ARG and Experian. We believe this demerger will create further value for our shareholders by enabling them to invest directly in ARG and Experian, both of which have clear strategies for growth.”

Enquiries

Notes to editors

1. Under the proposals, GUS shareholders on the register at 4.30 p.m. on Friday 6 October 2006 will receive one ARG share and one Experian share in exchange for each GUS share they hold at that time. Holders of GUS ADRs will be entitled to receive one Experian ADR and the net proceeds of sale of their pro rata entitlement to ARG shares. The suspension of listing of and dealings in GUS shares is expected to take place at 4.30 p.m. on Friday 6 October 2006.
2. Application will be made to the FSA for the ARG shares and the Experian shares to be admitted to the Official List and will be made to the London Stock Exchange for such shares to be admitted to trading on the London Stock Exchange (“Admission”). Dealings in ARG and Experian shares are expected to commence at 8.00 a.m. on Wednesday 11 October 2006.
3. Application will be made to the London Stock Exchange to permit when issued dealings in ARG and Experian from 8.00am on 9 October until Admission. If the demerger does not occur, all conditional dealings will be of no effect and any such dealings will be at the sole risk of the parties concerned.
4. The GUS Board currently expects the Experian Offer to raise approximately £800m. The Experian Offer will comprise a pre-emptive offer to existing GUS shareholders (excluding certain overseas shareholders, provided that overseas institutional shareholders will be eligible to participate where permitted) on a pro rata basis and a non pre-emptive offer of up to 5% of Experian Group's share capital to institutional investors.
5. The demerger is conditional, inter alia, upon the approval of the resolutions by a meeting of GUS shareholders convened by court order (the “Court Meeting”) to be held at 10.30 a.m. (London Time) on Tuesday 29 August 2006 and on GUS shareholder approval at an Extraordinary General Meeting (“EGM”) to be held at 10.45 a.m. (London Time) on Tuesday 29 August 2006 (together the “Shareholder Meetings”).

The information in this summary should be read in conjunction with the full text of the attached announcement. This press release has been prepared by and is the sole responsibility of GUS.

Copies of the circular have been submitted to the UK Listing Authority and will shortly be available for inspection at the UK Listing Authority's Document Viewing Facility, which is situated at Financial Services Authority, 25 The North Colonnade, London E14 5HS.

This announcement is not an offer of securities for sale in the United States or in any other jurisdiction.

None of the securities mentioned herein are being registered under the US Securities Act of 1933. Securities may not be offered or sold in the United States absent registration or an exemption from registration. No public offering of securities is being made in the United States.

The financial information concerning GUS, ARG and Experian contained in this announcement does not amount to statutory accounts within the meaning of Section 240 of the Companies Act 1985.

Certain statements made in this announcement are forward looking statements. Such statements are based on current expectations and are subject to a number of risks and uncertainties that could cause actual events or results to differ materially from any expected future events or results referred to in these forward looking statements.

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