5th May 2006 11:59
InterContinental Hotels Group PLC05 May 2006 5 May 2006 InterContinental Hotels Group PLC ("InterContinental Hotels Group" or the "Company") Special Dividend and Share Consolidation On Thursday 2 March 2006 the Board of InterContinental Hotels Group announcedits intention to return £500 million to Shareholders by way of a SpecialDividend. The Board today announces it is publishing a circular (the "Circular") setting out full details of this proposed Special Dividend andassociated Share Consolidation and convening an Extraordinary General Meeting tobe held at 12.00pm on Thursday 1 June 2006, immediately after the Company'sAnnual General Meeting. It is proposed that the payment of the Special Dividend of 118 pence perExisting Ordinary Share be accompanied by a consolidation of the Company'sordinary share capital. The Special Dividend will be paid as an interim dividendin respect of the financial year ending 31 December 2006 and is expected to bepaid to Shareholders on Thursday 22 June 2006. The Company has elected to paythe Special Dividend to all ADR holders in US Dollars. The rate to be paid bythe Company will be US$2.17 per existing ADS. The Share Consolidation will replace every 8 Existing Ordinary Shares with 7 NewOrdinary Shares. Fractional entitlements arising from the Share Consolidationwill be aggregated and sold in the market on behalf of the relevantShareholders. The proceeds of the sale are expected to be sent to Shareholderson Thursday 22 June 2006. The value of any Shareholder's fractional entitlementwill not exceed the value of one New Ordinary Share. As at the close of business on Tuesday 2 May 2006 (being the last practicabledate prior to the posting of the Circular), when the closing mid-market priceper Existing Ordinary Share was 967 pence and there were 427,334,961 ExistingOrdinary Shares in issue, the total amount of the Special Dividend wasequivalent to 12.14 per cent. of the market capitalisation of the Company. Theeffect of the Share Consolidation will be to reduce the number of OrdinaryShares in issue by approximately the same percentage. As all ordinary shareholdings in the Company will be consolidated, Shareholders'percentage holdings in the issued share capital of the Company immediatelybefore and after the implementation of the Share Consolidation will (save inrespect of fractional entitlements) remain unchanged. Authority to purchase own shares The Board will also submit to its Shareholders at the Extraordinary GeneralMeeting a proposal for a renewed authority to enable the Company to continue tomake market purchases of its Ordinary Shares following the Share Consolidation.Details of this proposal are set out in the Circular. Expected timetable Latest date and time for receipt by the ADR Depositary of completed 3.00 p.m. (New York Time) onvoting instruction cards from holders of ADRs Thursday 25 May 2006 Latest time and date for receipt of Forms of Proxy 12.00 p.m. on Tuesday 30 May 2006 Extraordinary General Meeting 12.00 p.m. on Thursday 1 June 2006, or as soon as the Annual General Meeting of the Company to be held on that date concludes or is adjourned Record Date for the Special Dividend and for the Share Consolidation 6.00 p.m. on Friday 9 June 2006 Shares marked ex-Special Dividend Monday 12 June 2006 Commencement of dealings in New Ordinary Shares and new ADRs 8.00 a.m. on Monday 12 June 2006 CREST accounts credited with New Ordinary Shares Monday 12 June 2006 Exchange of existing ADRs commences Tuesday 20 June 2006 Payment of the Special Dividend. Despatch of cheques for fractional Thursday 22 June 2006entitlements and certificates for New Ordinary Shares If any of the above times and/or dates change, the revised times and/or dateswill be notified to Shareholders by announcement through a RegulatoryInformation Service. The Circular will be posted to Shareholders and submitted to the UK ListingAuthority today. It will shortly be available for inspection at the UK ListingAuthority's Document Viewing Facility which is situated at: Financial ServicesAuthority, 25 The North Colonnade, Canary Wharf, London, E14 5HS, telephone 0207066 1000. All definitions used in the Circular to Shareholders dated 5 May 2006 have thesame meaning when used in this announcement. For further information, please contact: InterContinental Hotels GroupMedia Enquiries Leslie McGibbon +44 (0) 1753 410 425Investor Relations Gavin Flynn +44 (0) 1753 410 238 Paul Edgecliffe-Johnson +44 (0) 1753 410 211 JPMorgan Cazenove David Clasen +44 (0) 20 7588 2828 JPMorgan Cazenove, which is regulated in the United Kingdom by the FinancialServices Authority, is acting exclusively for InterContinental Hotels Group andfor no one else in connection with the Special Dividend and Share Consolidationand will not be responsible to any other persons for providing the protectionsafforded to the customers of JPMorgan Cazenove, nor for providing advice to anyother person in relation to the Special Dividend and Share Consolidation. Note to Editors InterContinental Hotels Group PLC of the United Kingdom (LON:IHG, NYSE:IHG(ADRs)) is the world's largest hotel group by number of rooms. InterContinentalHotels Group owns, manages, leases or franchises, through various subsidiaries,over 3,600 hotels and 537,500 guest rooms in nearly 100 countries andterritories around the world. The Group owns a portfolio of well recognised andrespected hotel brands including InterContinental(R) Hotels & Resorts, CrownePlaza(R) Hotels & Resorts, Holiday Inn(R) Hotels and Resorts, Holiday InnExpress(R), Staybridge Suites(R), Candlewood Suites(R) and Hotel IndigoTM, andalso manages the world's largest hotel loyalty programme, Priority Club(R)Rewards. InterContinental Hotels Group offers information and online reservations for allits hotel brands at www.ichotelsgroup.com and information for the Priority ClubRewards programme at www.priorityclub.com. For the latest news from InterContinental Hotels Group, visit our online PressOffice at www.ihgplc.com/media. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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