Moneyextra Sharedealing

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY JURISDICTION WHERE IT IS UNLAWFUL TO DO SO

5 June 2009

Recommended mandatory cash offer by

UKRD Group Limited, as advised by Charles Stanley Securities, 

for the entire issued and to be issued ordinary share capital of 

The Local Radio Company PLC (the 'Second Revised Offer')

OFFER TO CLOSE ON 19 JUNE 2009

The UKRD Board is pleased to announce that, as at 1.00 p.m. on 4 June 2009, valid acceptances of the Second Revised Offer have been received in respect of a total of 30,300,749 Local Radio Shares, representing approximately 42.08 per cent. of the existing issued share capital of Local Radio.  

UKRD owns 15,234,456 Local Radio Shares, representing approximately 21.16 per cent. of the existing issued share capital of Local Radio. These Local Radio Shares when taken together with acceptances of the Second Revised Offer give an aggregate total number of 45,535,205 Local Radio Shares, representing approximately 63.24 per cent. of the existing issued share capital of Local Radio.

The UKRD Board is now pleased to declare that UKRD's Second Revised Offer for the entire issued and to be issued ordinary share capital of Local Radio will close at 1.00 p.m. on 19 June 2009. 

Notice is hereby given that Local Radio Shareholders have until 1.00 p.m. on Friday 19 June 2009 to submit their acceptances of the Second Revised Offer.  Local Radio Shareholders who have not yet accepted the Second Revised Offer are urged to do so as soon as possible.  

Local Radio Shareholders who have not yet accepted the Second Revised Offer and who hold their Local Radio Shares in certificated form (that is, not in CREST) are urged to accept the Second Revised Offer by completing, signing and returning the New Form of Acceptance in accordance with the instructions set out in the Second Revised Offer Document and on the New Form of Acceptance so as to be received by Capita Registrars Limited, Corporate Actions, The Registry, 34 Beckenham Road, Beckenham, Kent, BR3 4TU as soon as possible and no later than 1.00 p.m. on 19 June 2009.

Local Radio Shareholders who have not yet accepted the Second Revised Offer and who hold their Local Radio Shares in uncertificated form (that is, in CREST) are urged to accept the Second Revised Offer by sending (or procuring the sending of) a TTE Instruction in accordance with the instructions set out in the Second Revised Offer Document as soon as possible and no later than 1.00 p.m. on 19 June 2009.

Settlement of consideration

Settlement of the consideration in respect of further acceptances of the Second Revised Offer which are received and are valid and complete in all respects will be despatched within 14 days of receipt thereof.

For further information, please contact:

Charles Stanley Securities, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for UKRD and no one else in connection with the Second Revised Offer and will not be responsible to anyone other than UKRD for providing the protections afforded to its clients or for providing advice in relation to the Second Revised Offer, the contents of the Second Revised Offer Document or this announcement or any transaction or arrangement or other matter referred to herein. 

This announcement is not intended to, and does not, constitute or form any part of an offer to sell or an invitation to purchase or subscribe for any securities or the solicitation of an offer to purchase or subscribe for any securities pursuant to the Second Revised Offer or otherwise. The Second Revised Offer is made solely through the Second Revised Offer Document and (in respect of Local Radio Shares held in certificated form) the New Form of Acceptance, which together contain the full terms of the Second Revised Offer, including details of how to accept the Second Revised Offer. Any acceptance of or other response to the Second Revised Offer should be made only on the basis of the information contained in the Second Revised Offer Document and (in respect of Local Radio Shares held in certificated form) the New Form of Acceptance. The Second Revised Offer is subject to the applicable requirements of the City Code, the Panel, the London Stock Exchange and the Financial Services Authority. 

The release, publication or distribution of this announcement in jurisdictions other than the UK may be restricted by law and therefore any persons who are nor resident in the UK or who are subject to the laws of any jurisdiction other than the UK should inform themselves about, and observe, any applicable requirements. Any failure to comply with the applicable requirements may constitute a violation of the securities laws of any such jurisdiction. This announcement has been prepared for the purpose of complying with English law and the City Code and the information disclosed herein may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws of jurisdictions outside the UK. 

The Second Revised Offer is not being made, directly or indirectly, or by the use of the mails of, or by any means or instrumentality (including, without limitation, facsimile or other electronic transmission, telex or telephone) of inter-state or foreign commerce or any facility of, a national securities exchange of any jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction ('Restricted Jurisdiction') (including the United States, Canada, Australia or Japan), and the Second Revised Offer is not capable of acceptance by any such use, means, instrumentality or facility or from within a Restricted Jurisdiction. Accordingly, copies of the Second Revised Offer Document, the New Form of Acceptance (in respect of certificated Local Radio Shares) and this announcement are not being, and must not be, directly or indirectly, mailed, transmitted or otherwise forwarded, distributed or sent in or into or from a Restricted Jurisdiction and persons receiving such documents (including, without limitation, custodians, nominees and trustees) must not mail, transmit, or otherwise forward, distribute or send them in or into or from a Restricted Jurisdiction.