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Issue of 2015 Non-Voting Preference Shares

15th Jun 2015 07:00

RNS Number : 1280Q
Aberdeen Asset Management PLC
15 June 2015
 



ABERDEEN ASSET MANAGEMENT PLC

Issue of 2015 Non-Voting Preference Shares

Aberdeen Asset Management PLC ("Aberdeen", the "Company" or, with its subsidiaries, the "Group") announces that it has entered into an agreement (the "Subscription Agreement") with Mitsubishi UFJ Trust and Banking Corporation ("MUTB") to issue £100 million of non-voting, perpetual, non-cumulative, redeemable preference shares 2015 (the "2015 Non-Voting Preference Shares") to MUTB (the "Issuance").

The issue of the 2015 Non-Voting Preference Shares to MUTB will enable the Company to provide additional seed capital (either directly or through its affiliates) for the purpose of launching such new funds as may be thought appropriate to meet customer needs and with a view to generating organic growth in those funds over time. Aberdeen's board believes that the ability to generate organic growth through the launch of new funds will be enhanced if the Company is able to commit increased levels of seed capital so that the funds are launched at a level at which they will be considered credible by the Group's larger distribution partners and advisors.

In addition, as the 2015 Non-Voting Preference Shares will count towards the Additional Tier 1 Capital of the Company for the purposes of applicable capital adequacy laws, the existing headroom above the Company's regulatory capital requirements will be protected and the Company will be well placed to accommodate any future changes to applicable capital adequacy laws.

The Issuance is subject to the satisfaction of certain conditions, including shareholder approval.

The 2015 Non-Voting Preference Shares:

· will have a total paid-up amount of 50 pence per 2015 Non-Voting Preference Share (giving a total of 200 million 2015 Non-Voting Preference Shares when issued);

· will count towards the Additional Tier 1 Capital of the Company for the purposes of applicable capital adequacy laws including the legislative package consisting of the CRD IV Directive and the CRD IV Regulation;

· will convert into ordinary shares in the Company ("Ordinary Shares") in the event of the occurrence of a trigger event (a "Conversion Trigger Event") in order to meet the requirements of Additional Tier 1 Capital under the Capital Regulations. A Conversion Trigger Event will be deemed to occur if the Company determines that at any time the CET 1 Ratio has fallen below 5.125%.

· will not carry voting rights at general meetings of the Company;

· will entitle the holder(s) of such shares to receive a fixed dividend of 5% per annum on the total paid up amount of each 2015 Non-Voting Preference Share in priority to ordinary shareholders. This dividend will be non-cumulative and payable at the Company's discretion.

A General Meeting of the Company is being convened to approve certain matters in relation to the Issuance, to be held at 4.00pm on Monday 6 July 2015.

MUTB, as an existing ordinary shareholder controlling approximately 17% of the Company's Ordinary Shares, is a related party of Aberdeen. The entry by the Company and MUTB into the Subscription Agreement is a smaller related party transaction falling within Listing Rule 11.1.10R and the Company has obtained sponsor confirmation that the terms of the transaction are fair and reasonable as far as the Company's shareholders are concerned.

For further information, contact

Maitland + 44 (0) 207 379 5151Neil BennettTom Eckersley

Disclaimer

Certain statements in this announcement are, or may be deemed to be, forward-looking statements which are based on Aberdeen's current expectations, intentions, beliefs and projections regarding its future performance, anticipated events or trends and other matters that are not historical facts. These statements are not guarantees of future performance and are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those expressed or implied by such forward-looking statements. Forward looking statements are not a guarantee of future performance. Given these risks and uncertainties, prospective investors are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements speak only as of the date of such statements and, except as required by applicable law, Aberdeen undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

 

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