18th Apr 2008 07:00
Filing of Documents
Report and Accounts for the year ended 31 December 2007 of Friends Provident plc; Notice of Annual General Meeting 2008; Proposed new Articles of Association of Friends Provident plc as referred to in resolutions 14 and 15 set out in the Notice of Annual General Meeting 2008; Notification of Availability; Annual Report and Accounts 2007 Summary; example of Form of Direction and example of Form of Proxy
Copies of the above documents have been submitted to the UKLA, and are available for inspection at the UKLA's Document Viewing Facility, which is situated at:
25 The North ColonnadeCanary WharfLondonE14 5HSTel. 020 7066 1000
Copies of the new articles of association have also been forwarded to the Financial Services Authority in accordance with the Disclosure and Transparency Rule 6.1.2 and are available on the Company's website www.friendsprovident.com/ reports
Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if any person is, or becomes, "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of Friends Provident plc, all "dealings" in any "relevant securities" of that company (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by no later than 3.30pm (London time) on the London business day following the date of the relevant transaction.
This requirement will continue until the date on which the offer becomes, or is declared, unconditional as to acceptances, lapses or is otherwise withdrawn or on which the "offer period" otherwise ends. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire an "interest" in "relevant securities" of Friends Provident plc, they will be deemed to be a single person for the purpose of Rule 8.3.
Under the provisions of Rule 8.1 of the Code, all "dealings" in "relevant securities" of Friends Provident by an offeror or Friends Provident, or by any of their respective "associates", must be disclosed by no later than 12.00 noon (London time) on the London business day following the date of the relevant transaction.
A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed, and the number of such securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk.
"Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities.
Terms in quotation marks are defined in the Code, which can also be found on the Panel's website. If you are in any doubts as to whether or not you are required to disclose a "dealing" under Rule 8, you should consult the Panel.
For further information, please contact: Gordon Ellis, Group Secretary 0845 83441
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