20th Mar 2006 11:37
Prudential PLC20 March 2006 PRUDENTIAL PLC BOARD STATEMENT 20 March 2006 The Board of Prudential plc notes the announcement by Aviva plc this morningregarding its unsolicited and unwelcome proposal. The Board of Prudential reaffirms its rejection of Aviva's proposal. Sir David Clementi, Chairman of Prudential, commented: "Last week's strong results demonstrate the positive momentum of Prudential'sbusinesses and the exciting prospects evident under our new management team.The potential of our high growth, high margin businesses is tremendous anddistinctive. "A combination with Aviva would dilute the benefits of this growth for ourshareholders. The Board does not believe the proposal is in the interests ofPrudential shareholders." Enquiries: Prudential plcJon Bunn 020 7548 3559 (office) / 07808 632167 (mobile)James Matthews 020 7548 3561 (office) / 07901 648153 (mobile) BrunswickMike Smith 020 7404 5959Kate Holgate 020 7404 5959 Note to editors: 1. Prudential plc is being advised by Goldman Sachs International,Lexicon Partners Limited and UBS Limited in connection with the matters referredto herein. 2. Goldman Sachs International and UBS Limited are joint corporatebrokers to Prudential plc. Goldman Sachs International, which is authorised and regulated in the UnitedKingdom by the Financial Services Authority, is acting exclusively forPrudential and no-one else in connection with the matters referred to herein andis not advising any other person and accordingly will not be responsible to anyperson other than Prudential for providing the protections afforded to clientsof Goldman Sachs International or for providing advice in relation to suchmatters. Lexicon Partners Limited, which is authorised and regulated in the UnitedKingdom by the Financial Services Authority, is acting for Prudential only inconnection with the matters referred to herein and no-one else and will notregard any other person as its client or be responsible to any person other thanPrudential for providing the protections afforded to clients of Lexicon PartnersLimited nor for providing advice in relation to such matters. UBS Limited is acting for Prudential only in connection with the mattersreferred to herein and no-one else and will not regard any other person as itsclient or be responsible to any person other than Prudential for providing theprotections afforded to clients of UBS Limited nor for providing advice inrelation to such matters. Dealing Disclosure Requirements Under the provisions of Rule 8.3 of the City Code on Takeovers and Mergers, ifany person is, or becomes, "interested" (directly or indirectly) in 1% or moreof any class of "relevant securities" of Prudential or of Aviva, all "dealings"in any "relevant securities" of that company (including by means of an option inrespect of, or a derivative referenced to, any such "relevant securities") mustbe publicly disclosed by no later than 3.30 pm (London time) on the Londonbusiness day following the date of the relevant transaction. This requirementwill continue until the date on which any offer becomes, or is declared,unconditional as to acceptances, lapses or is otherwise withdrawn or on whichthe "offer period" otherwise ends. If two or more persons act together pursuantto an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of Prudential or of Aviva, they will bedeemed to be a single person for the purpose of Rule 8.3. Under the provisions of Rule 8.1 of the City Code, all "dealings" in "relevantsecurities" of Prudential or of Aviva by Prudential or Aviva, or by any of theirrespective "associates", must be disclosed by no later than 12.00 noon (Londontime) on the London business day following the date of the relevant transaction. A disclosure table, giving details of the companies in whose "relevantsecurities" "dealings" should be disclosed, and the number of such securities inissue, can be found on the Takeover Panel's website atwww.thetakeoverpanel.org.uk. "Interests in securities" arise, in summary, when a person has long economicexposure, whether conditional or absolute, to changes in the price ofsecurities. In particular, a person will be treated as having an "interest" byvirtue of the ownership or control of securities, or by virtue of any option inrespect of, or derivative referenced to, securities. Terms in quotation marks are defined in the City Code, which can also be foundon the Panel's website. If you are in any doubt as to whether or not you arerequired to disclose a "dealing" under Rule 8, you should consult the Panel. Forward-Looking Statements This announcement may contain certain "forward-looking statements" with respectto certain of Prudential's plans and its current goals and expectations relatingto its future financial condition, performance, results, strategy andobjectives. Statements containing the words "believes", "intends", "expects", "plans", "seeks" and "anticipates", and words of similar meaning, areforward-looking. By their nature, all forward-looking statements involve riskand uncertainty because they relate to future events and circumstances which arebeyond Prudential's control including among other things, UK domestic and globaleconomic and business conditions, market related risks such as fluctuations ininterest rates and exchange rates, and the performance of financial marketsgenerally; the policies and actions of regulatory authorities, the impact ofcompetition, inflation, and deflation; experience in particular with regard tomortality and morbidity trends, lapse rates and policy renewal rates; thetiming, impact and other uncertainties of future acquisitions or combinationswithin relevant industries; and the impact of changes in capital, solvency oraccounting standards, and tax and other legislation and regulations in thejurisdictions in which Prudential and its affiliates operate. This may forexample result in changes to assumptions used for determining results ofoperations or re-estimations of reserves for future policy benefits. As aresult, Prudential's actual future financial condition, performance and resultsmay differ materially from the plans, goals, and expectations set forth inPrudential's forward-looking statements. Prudential undertakes no obligation toupdate the forward-looking statements contained in this announcement or anyother forward-looking statements it may make. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
PrudentialAviva