RNS Number:0016L
Royal Liver Assurance
12 May 2003


Royal Liver Assurance Limited
12 May 2003


Not for release, publication or distribution into the United States, Canada,
Australia, Japan or the Republic of Ireland.


                              Recommended Offer by

                    PricewaterhouseCoopers Corporate Finance

                                  on behalf of

                    Royal Liver (IFA Holdings) plc ("Newco")

   a wholly-owned subsidiary of Royal Liver Assurance Limited ("Royal Liver")

                                      for

                        Park Row Group plc ("Park Row")
                      (formerly Birchin International plc)

Earn-Out Alternative closed

Royal Liver announces that, as at 3:00 p.m. on 12 May 2003, Newco had received
valid acceptances of the Offer in respect of, in aggregate, 24,875,588 Park Row
Shares, representing approximately 83.3 per cent. of Park Row's issued share
capital.  Included in these acceptances are valid acceptances for the Earn-Out
Alternative in respect of 11,637,745 Park Row Shares, representing approximately
39.0 per cent. of Park Row's issued share capital.

Royal Liver announces that the Earn-Out Alternative has been closed.  The Offer
will remain open for acceptance until further notice.

On 18 March 2003, Royal Liver announced that it had received undertakings to
accept the Offer in respect of, in aggregate, 11,133,485 Park Row Shares
representing 37.3 per cent. of Park Row's issued share capital.  Valid
acceptances have now been received in respect of all of these Park Row Shares.

Save as disclosed, neither Newco nor any person acting, or deemed to be acting,
in concert with Newco held Park Row Shares (or rights over such shares)
immediately prior to the commencement of the Offer Period, nor has any such
person acquired or agreed to acquire (other than pursuant to the Offer or by way
of transfer from a spouse) any Park Row Shares (or rights over such shares)
during the Offer Period.

Park Row Shareholders who have not yet accepted the Offer are urged to complete,
sign and return the Form of Acceptance (whether or not their Park Row Shares are
in CREST) as soon as possible to be received by post or (during normal business
hours) by hand at Northern Registrars Limited, Northern House, Woodsome Park,
Fenay Bridge, Huddersfield HD8 0LA.  If you have lost your Form of Acceptance or
have any other queries in connection with the Offer, you should contact Northern
Registrars at the above address or by phone on 01484 600901.

Consideration in respect of valid acceptances received following the date of
this announcement will be despatched to accepting Park Row Shareholders within
14 days of such receipt.


Enquiries:

Royal Liver
Steve Burnett, Chief Executive                                     0151 600 4146


PricewaterhouseCoopers Corporate Finance
Graeme Johnston                                                    020 7804 5626
Gerry Young                                                        020 7212 4027


Definitions used in the Offer Document have the same meaning in this
announcement.

The Offer is not being made, directly or indirectly, in or into, or by use of
the mails of, or by any means or instrumentality (including, without limitation,
facsimile transmission, telex or telephone) of interstate or foreign commerce
of, or any facilities of a national securities exchange of, the USA, or in or
into Canada, Australia, Japan or the Republic of Ireland and the Offer is not
capable of acceptance by any such use, means or instrumentality or facilities or
from or within the USA, Canada, Australia, Japan or the Republic of Ireland.
Accordingly, copies of this announcement will not be, and must not be mailed, or
otherwise distributed or sent in, into or from the USA, Canada, Australia, Japan
or the Republic of Ireland and persons receiving this announcement (including
custodians, nominees and trustees) must not distribute it in, into or from the
USA, Canada, Australia, Japan or the Republic of Ireland.

The Guaranteed Loan Notes and Earn-Out Loan Notes to be issued pursuant to the
Earn-Out Alternative have not been, and will not be, registered under the United
States Securities Act of 1933 (as amended) or under any relevant securities laws
of any state or other jurisdiction of the USA, nor have the relevant clearances
been, nor will they be, obtained from the securities commission or similar
authority of any province or territory of Canada and no prospectus has been or
will be filed, or registration made, under any securities law or any province or
territory of Canada, nor has a prospectus in relation to the Guaranteed Loan
Notes or the Earn-Out Loan Notes been, nor will one be lodged, with or
registered by the Australian Securities and Investments Commission nor have any
steps been taken, nor will any steps be taken to enable the Guaranteed Loan
Notes or Earn-Out Loan Notes to be offered in compliance with applicable
securities laws of Japan or the Republic of Ireland.  Accordingly, unless an
exception under such Act or securities laws is available, neither the Guaranteed
Loan Notes nor the Earn-Out Loan Notes (nor any right to receive the same) may
be offered, sold, re-sold or delivered, directly or indirectly, in, into or from
the USA, Canada, Australia, Japan or the Republic of Ireland or any other
jurisdiction in which an offer of Guaranteed Loan Notes or Earn-Out Loan Notes
(or any right to receive the same) would constitute a violation of relevant laws
or require registration thereof or to or for the account or benefit of any US
Person or resident of Canada, Australia, Japan or the Republic of Ireland.

The Royal Liver Directors and the Newco Directors, whose names are set out in
the Offer Document, accept responsibility for the information contained in this
announcement and confirm that, to the best of their knowledge and belief (having
taken all reasonable care to ensure that such is the case), the information
contained in this announcement is in accordance with the facts and does not omit
anything likely to affect the import of such information.

PricewaterhouseCoopers is authorised by the Financial Services Authority to
carry on investment business.  PricewaterhouseCoopers Corporate Finance, a
division of PricewaterhouseCoopers, is acting exclusively for Royal Liver and
Newco and for no one else in relation to the Offer and will not be responsible
to anyone other than Royal Liver and Newco for providing the protections
afforded to clients of PricewaterhouseCoopers or for giving advice in relation
to the Offer or any other matter referred to in this announcement.

This announcement does not constitute an offer to sell or invitation to purchase
or subscribe for any securities.


                      This information is provided by RNS
            The company news service from the London Stock Exchange
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