FRE Freeplay

RNS No 7898k
FREEPAGES GROUP PLC
9th December 1998

                        Freepages Group plc
   Purchase by VNU of Additional 25% Interest in Scoot Netherlands
               and Outline of Freepages Strategic Plan

Freepages Group plc ("Freepages") the interactive branded services
company operating under the Scoot trading name, has conditionally
agreed to sell a 25 per cent. equity interest in Scoot Netherlands
to VNU for a maximum consideration of NLG 24 million (approximately
#8 million) ("Disposal Agreement").  In addition Freepages and
Scoot (NL) have agreed a commercial licensing agreement (which is
currently subject to contract) for the Scoot brand name, technology
and service applications ("Licensing Agreement").  VNU is a 10 per
cent. shareholder in Freepages.

Following the completion of the Disposal Agreement (which is
currently subject to contract and independent shareholder
approval), Freepages will retain a 25 per cent. equity interest
and VNU will hold a 75 per cent. equity interest in Scoot (NL).
Freepages will receive an initial upfront payment of NLG 10m
(approximately #3.3m) and during the next three years further
payments of NLG 14m (approximately #4.6m) subject to certain
performance criteria being achieved by Scoot (NL).
Freepages' licensing fee will be calculated as a percentage
of accounting revenue generated by Scoot (NL).

The Directors believe that the outlined transaction provides
Freepages with an optimal solution to capitalise on VNU's market
position in the Netherlands following the completion of the set
up phase of the Scoot venture. Freepages remains fully committed
to the exciting development of Scoot (NL) by retaining a
substantial equity interest and through the receipt of deferred
payments and licensing fees. The Disposal enables Freepages to
focus on introducing new products in a more efficient manner
whilst increasing the flexibility of introducing the concept in
other geographical territories.

As a result of VNU's 10 per cent. shareholding in Freepages, the
Disposal Agreement is considered to be a related party
transaction and will therefore be conditional upon Freepages
independent shareholder approval.  Further details of the
transaction including the terms and conditions of the Disposal
Agreement will be set out in a circular to shareholders to be
published in due course.  The circular will also seek the approval
of independent shareholders for the Disposal Agreement.

Robert Bonnier, Freepages' Chief Executive Officer, commented:
"Scoot and VNU have continuously worked intensively together over
the past eighteen months by completing the set up of the Scoot
venture in the Netherlands and the initial launch of Scoot
Belgium, reviewing the additional opportunities that have arisen
for the Scoot ventures following VNU's purchase of World
Directories and developing complementary new product and alliance
opportunities. We are confident that this benchmark transaction
will further strengthen our important relationship with VNU and
enable Scoot's management to execute its strategic plan
effectively."

Freepages Strategic Plan 

Freepages aims to build a uniform branded pan-European Scoot network
of interactive services early in the new millenium. Its business
model is based on building and linking proprietary consumer behavior
and value added business database applications that are adopted
for local, national and international use.

Scoot's service application, which to date has been primarily
telephone based will increasingly benefit from the convergence of
technology and the consequential opening up of additional
interactive channels with higher user and subscriber functionality,
better brand visibility and significant lower operating cost.

These channels already include the internet and will move shortly
into digital TV and in the next few years to intranets and
extranets and UMTS (Universal Mobile Telecommunication System).
The Directors believe that mobile, internet and digital TV
channels will account for the majority of Scoot's usage by
the end of 1999.

Freepages is building up a complimentary range of businesses,
which should capitalise upon its existing network and extend
its classified service with substantially lower development costs
for the Company. These complimentary services already include
consumer information and memberships and are expected to move
into transactions and vertical market products.

The Company intends to adopt three basic approaches towards
international expansion:

(1) Intellectual capital minority interest
In return for an equity participation and an ongoing licensing fee
Freepages will provide the intellectual capital of Scoot, its
business model, technology and brand (controlled in accordance
with the Scoot Business Guidelines) and local partners will
provide the primary financial investment. 

(2) Majority interest
In countries where Freepages sees a strategic advantage in owning
the majority of the local Scoot, it will provide the primary source
of financial investment for the business. A minority partner
(including financial partners) may be introduced if appropriate.

(3) Franchise
Freepages will franchise the Scoot business format to a local
partner - the franchisee manages and operates the local Scoot in
accordance with the Scoot Business Guidelines. Freepages will assist
with the set-up of the infrastructure and offer continuous uniform
support and international development. The franchisee pays a set-up
fee and ongoing franchisee fees calculated as a percentage of
revenue. This last approach would initially be aimed at countries
outside Europe. 

Note to Editors

Freepages Group plc

Scoot (UK) is a wholly owned subsidiary of Freepages Group plc. It
also operates Scoot services in the Netherlands and Belgium through
a joint venture with VNU. Scoot is a unique interactive branded
services company adding value to the transaction process between
buyers and sellers. Freepages also holds a 43 per cent. equity
interest in TDS Ltd, a database management company and a 30 per
cent. equity interest in RequesT Ltd, a marketing technology
company. The Company's details can be accessed through its web
site (http://www.scoot.co.uk).

Freepages Group plc is quoted on the London Stock Exchange (FRE.L)
and on NASDAQ (FREEY).

VNU

VNU is a Netherlands-based publishing and information company,
whose operations include consumer and professional magazines,
newspapers, telephone directories and information services,
educational textbooks, marketing information services and
entertainment. VNU has companies in 15 European countries, in
the United States, India and South Africa, and employs 14,000
people.  VNU's net revenues are approximately NLG 5.0 billion.
Its shares are listed on the stock exchanges in Amsterdam
(VNUN.AS), Brussels and Luxembourg.

For further press information please contact:

Robert Bonnier                   Chief Executive Officer
Miranda Cleverdon                MD Corporate Communications
Freepages Group plc
T: + 00 44 171 368 3900

Richard Oldworth
Richard Darby
Buchanan Communications
T: + 00 44 171 466 5000

Maarten Schikkert
Public Relations VNU
T: + 00 31 23 5463601

(Exchange Rate #:NLG = 1:3.05)


END

DISAWVAKWUKURUA

Freeplay Energy (LSE:FRE)
Historical Stock Chart
Von Jun 2024 bis Jul 2024

Freeplay Energy (LSE:FRE)
Historical Stock Chart
Von Jul 2023 bis Jul 2024