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17 Jun 2010

Result of Meeting

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLEOR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULDCONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCHJURISDICTION

For immediate release

Offer update

Results of ShareholderMeetings

Arriva plc ("Arriva") is pleased to announce that, at both aCourt Meeting and a General Meeting of Scheme Shareholders heldearlier today in connection with the recommended acquisition ofArriva by DB UK Holding Limited (a wholly-owned subsidiary ofDeutsche Bahn AG) by way of a scheme of arrangement in accordancewith Part 26 of the Companies Act 2006 (the "Scheme"), all theresolutions proposed received the overwhelming support of SchemeShareholders.

At the Court Meeting, a majority in number of SchemeShareholders who voted (either in person or by proxy) and whotogether represented over 75% by value of the votes cast voted infavour of the resolution to approve the Scheme. The resolution wasaccordingly passed. At the General Meeting, the special resolutionto approve certain matters necessary to implement the Scheme wasalso passed by the requisite 75% majority.

COURT MEETING

The voting on the resolution to approve the Scheme was taken ona poll (each Scheme Shareholder having one vote for each SchemeShare held) and the results were as follows:

Number of Scheme Shareholders voting: For: 976 (85.09%) Against:171 (14.91%)

Number of votes: For: 92,015,312 (90.38%) Against: 9,799,392(9.62%)

GENERAL MEETING

The voting on the special resolution to approve certain mattersnecessary to implement the Scheme was taken on a poll (eachshareholder having one vote for each Arriva Share held) and theresults were as follows:

Number of votes: For: 101,591,798 (99.94%) Against: 515,789Withheld: 341,351

A vote "withheld" is not a vote in law and accordingly is notcounted in the calculation of the proportion of the votes for andagainst the special resolution.

Completion of the Acquisition remains subject to thesatisfaction or waiver of the other Conditions, including the Courtsanctioning the Scheme and confirming the associated Reduction ofCapital at Court hearings which are expected to take place on 24August 2010 and 26 August 2010 respectively. Subject to the Schemeand the Reduction of Capital receiving the sanction andconfirmation of the Court on those dates, the Scheme is expected tobecome effective on 27 August 2010.

It is also expected that, if the Court sanctions the Scheme on24 August, the listing of and dealings in Arriva Shares will besuspended with effect from 6.00 p.m. on 25 August 2010 and that thelisting of Arriva Shares will be cancelled with effect from 8.00a.m. on 27 August 2010.

A copy of the special resolution passed at the General Meetinghas been submitted to the Financial Services Authority ("FSA") andwill shortly be available for inspection by the public duringnormal business hours on any weekday (except public holidays) atthe FSA's Document Viewing Facility which is situated at: FinancialServices Authority, 25 The North Colonnade, London E14 5HS (Tel:+44 (0)20 7066 1000).

Terms and expressions in this announcement shall, unless thecontext otherwise requires, have the same meanings as given to themin the Scheme Document dated 18 May 2010.

This announcement will be made available on the Arriva websiteat www.arriva.co.uk.

Enquiries

Arriva – 0191 520 4000
David Martin, Chief Executive
Steve Lonsdale, Group Finance Director
Simon Craven, Director – Communications

Rothschild (financial adviser to Arriva) – 020 72805000
Avi Goldberg
Crispin Wright

Deutsche Bank (financial adviser and corporate broker to Arriva)– 020 7545 8000
Omar Faruqui
Eduard Van Wyk
James Agnew (corporate broking)
Toby Clark (corporate broking)

RBS Hoare Govett (corporate broker to Arriva) – 020 76788000
Nick Adams
Luke Simpson

Tulchan Communications (public relations adviser to Arriva)– 020 7353 4200
Stephen Malthouse

Important Notices

N. M. Rothschild & Sons Limited, which is authorised andregulated in the United Kingdom by the FSA, is acting as financialadviser to Arriva and no one else in connection with the mattersdescribed in this announcement and will not be responsible toanyone other than Arriva for providing the protections afforded toclients of N. M. Rothschild & Sons Limited, nor for providingadvice in relation to the matters described in thisannouncement.

Deutsche Bank AG is authorised under German Banking Law(competent authority: BaFin – Federal Financial SupervisoryAuthority) and authorised and subject to limited regulation by theFSA. Details about the extent of Deutsche Bank AG's authorisationand regulation by the FSA are available on request. Deutsche BankAG, London Branch is acting as financial adviser and corporatebroker to Arriva and for no one else in connection with the mattersdescribed in this announcement and will not be responsible toanyone other than Arriva for providing the protections afforded toclients of Deutsche Bank AG, London Branch, nor for providingadvice in relation to the matters described in thisannouncement.

RBS Hoare Govett Limited, which is authorised and regulated inthe United Kingdom by the FSA, is acting as corporate broker toArriva and no one else in connection with the matters described inthis announcement and will not be responsible to anyone other thanArriva for providing the protections afforded to clients of RBSHoare Govett Limited, nor for providing advice in relation to thematters described in this announcement.

This announcement is not intended to, and does not constitute,or form part of, an offer to sell or an invitation to purchase orsubscribe for any securities or a solicitation of any vote orapproval in any jurisdiction. Shareholders of Arriva are advised toread carefully the formal documentation in relation to theAcquisition. The proposals of the Acquisition have been made solelythrough the Scheme Document dated 18 May 2010, which contains thefull terms and conditions of the Scheme, including details of howto vote with respect to the Scheme. Any response to the proposalsshould be made only on the basis of the information in the SchemeDocument.

This announcement has been prepared for the purposes ofcomplying with English law and the City Code on Takeover andMergers and the information disclosed may not be the same as thatwhich would have been disclosed if this announcement had beenprepared in accordance with the laws and regulations of anyjurisdiction outside of England.

Information for overseasshareholders

The information contained in this announcement and the SchemeDocument may not be the same as that required under the laws ofjurisdictions outside England and Wales. The distribution of thisannouncement and the Scheme Document in jurisdictions other thanEngland and Wales may be restricted by law and therefore personsinto whose possession this announcement and the Scheme Documentcomes should inform themselves about and observe such restrictions.Any failure to comply with the restrictions may constitute aviolation of the securities laws of any such jurisdiction.

Disclosure of dealings

Under Rule 8.3(a) of the Code, any person who is interested in1% or more of any class of relevant securities of an offereecompany or of any paper offeror (being any offeror other than anofferor in respect of which it has been announced that its offeris, or is likely to be, solely in cash) must make an OpeningPosition Disclosure following the commencement of the offer periodand, if later, following the announcement in which any paperofferor is first identified.

An Opening Position Disclosure must contain details of theperson's interests and short positions in, and rights to subscribefor, any relevant securities of each of (i) the offeree company and(ii) any paper offeror(s). An Opening Position Disclosure by aperson to whom Rule 8.3(a) applies must be made by no later than3.30 pm (London time) on the 10th business day following thecommencement of the offer period and, if appropriate, by no laterthan 3.30 pm (London time) on the 10th business day following theannouncement in which any paper offeror is first identified.Relevant persons who deal in the relevant securities of the offereecompany or of a paper offeror prior to the deadline for making anOpening Position Disclosure must instead make a DealingDisclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes,interested in 1% or more of any class of relevant securities of theofferee company or of any paper offeror must make a DealingDisclosure if the person deals in any relevant securities of theofferee company or of any paper offeror. A Dealing Disclosure mustcontain details of the dealing concerned and of the person'sinterests and short positions in, and rights to subscribe for, anyrelevant securities of each of (i) the offeree company and (ii) anypaper offeror, save to the extent that these details havepreviously been disclosed under Rule 8. A Dealing Disclosure by aperson to whom Rule 8.3(b) applies must be made by no later than3.30 pm (London time) on the business day following the date of therelevant dealing.

If two or more persons act together pursuant to an agreement orunderstanding, whether formal or informal, to acquire or control aninterest in relevant securities of an offeree company or a paperofferor, they will be deemed to be a single person for the purposeof Rule 8.3.

Opening Position Disclosures must also be made by the offereecompany and by any offeror and Dealing Disclosures must also bemade by the offeree company, by any offeror and by any personsacting in concert with any of them (see Rules 8.1, 8.2 and8.4).

Details of the offeree and offeror companies in respect of whoserelevant securities Opening Position Disclosures and DealingDisclosures must be made can be found in the Disclosure Table onthe Takeover Panel's website at www.thetakeoverpanel.org.uk,including details of the number of relevant securities in issue,when the offer period commenced and when any offeror was firstidentified. If you are in any doubt as to whether you are requiredto make an Opening Position Disclosure or a Dealing Disclosure, youshould contact the Panel's Market Surveillance Unit on +44(0)20 7638 0129.