12th May 2005 16:24
Prudential PLC12 May 2005 FOR IMMEDIATE RELEASE 12 May 2005 Prudential plc: Exchange Proposals and Notices of Bondholder Meetings Prudential plc ('Prudential') today announces its intention to exchange all ofits £300,000,000 6.875% Bonds 2023 ('2023 Bonds') for new Sterling denominatedfixed/floating subordinated capital securities with first call date in 2023 ('2023 Capital Securities') and its £250,000,000 5.875% Bonds due 2029 ('2029Bonds') for Sterling denominated fixed/floating subordinated capital securitieswith first call date in 2029 ('2029 Capital Securities') (each a 'Proposal' andtogether the 'Exchange Proposals'). The transaction is designed to deliver amore efficient capital structure following recent regulatory changes, whichrender senior debt no longer as capital efficient for Prudential as in the past. Prudential has consulted a Special Committee of the Association of BritishInsurers, representing approximately 27.6% of the outstanding 2023 Bonds and29.6% of the outstanding 2029 Bonds, who consider the terms of the ExchangeProposals to be acceptable and intend to accept them in respect of theirholdings. The Exchange Proposals are being made separately upon the terms and subject tothe conditions set out in the Information Memorandum dated 12 May 2005. TheExchange Proposals will expire on 1 June 2005, unless amended or terminated asprovided in the Information Memorandum. The Early Response Date to be eligiblefor an Early Response Payment is 25 May 2005. The exchange for each Series of Bonds is to be effected by way of anExtraordinary Resolution ('Resolution') to approve the exchange of all of theoutstanding nominal amount of Bonds for the respective Capital Securities.Bondholder meetings are convened for 3 June 2005. Capitalised terms used in this announcement and not otherwise defined have themeanings given to them in the Information Memorandum. Enquiries: Media Investors / analystsClare Staley 020 7548 3719 Marina Lee-Steere 020 7548 3511Joanne Davidson 020 7548 3708 Dealer ManagersBarclays Capital: Sven Pongs 020 7773 8990UBS Investment Bank: Duane Hebert 020 7567 7480 Notes to Editors: The Exchange Proposals are not being made and will not be made directly orindirectly (i) to U.S. persons (within the meaning of Regulation S under theSecurities Act) or (ii) in or into the United States. This announcement is notfor release, publication or distribution, directly or indirectly, in or into theUnited States and is not an offer of securities for sale into the United States.The securities referred to in this announcement have not been and will not beregistered under the Securities Act of 1933, as amended, and may not be offeredor sold in the United States, absent registration or an applicable exemptionfrom registration. No public offering of securities will be made in the UnitedStates. *Prudential plc, a company incorporated and with its principal place of businessin the United Kingdom, and its affiliated companies constitute one of theworld's leading financial services groups. It provides insurance and financialservices directly and through its subsidiaries and affiliates throughout theworld. It has been in existence for over 150 years and has £187 billion inassets under management, (as at 31 December 2004). Prudential plc is notaffiliated in any manner with Prudential Financial, Inc, a company whoseprincipal place of business is in the United States of America. Forward-Looking Statements This statement may contain certain "forward-looking statements" with respect tocertain of Prudential's plans and its current goals and expectations relating toits future financial condition, performance, results, strategy and objectives.Statements containing the words "believes", "intends", "expects", "plans", "seeks" and "anticipates", and words of similar meaning, are forward-looking. Bytheir nature, all forward-looking statements involve risk and uncertaintybecause they relate to future events and circumstances which are beyondPrudential'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 statement or any otherforward-looking statements it may make. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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