25th Jun 2007 18:04
Provident Financial PLC25 June 2007 This announcement comprises an advertisement for the purposes of paragraph 3.3.2of the Prospectus Rules made under the Financial Services and Markets Act 2000.This announcement is an advertisement and not a prospectus and investors shouldnot acquire any shares in IPF (defined below) referred to in this announcementexcept on the basis of information in the Prospectus (defined below). Copies ofthe Prospectus may be obtained from Provident's registered office at Colonnade,Sunbridge Road, Bradford, West Yorkshire, BD1 2LQ. 25 June 2007 Publication of Circular Provident Financial plc ("Provident") announces that it has today posted acircular to its shareholders (the "Circular") giving full details of theproposed demerger of its international home credit business ("IHC"). Pursuantto the demerger, IHC (comprising Provident International Holdings Limited andits wholly-owned subsidiaries) will be transferred to International PersonalFinance plc (a newly established public limited company which has beenincorporated to be the holding company of IHC) ("IPF"). In addition, Provident has also posted to its shareholders today a prospectusprepared by IPF (the "Prospectus") providing details of the proposedintroduction and admission of shares in IPF to the Official List of theFinancial Services Authority and to trading on London Stock Exchange plc's mainmarket for listed securities. The demerger is conditional on approval by Provident's shareholders at anExtraordinary General Meeting of Provident, which has been convened for 13 July2007. Subject, inter alia, to Provident shareholder approval, the demerger willresult in Provident shareholders receiving one share in IPF for every Providentshare they hold. Thereafter, the expected effective date of the demerger and ofadmission and commencement of dealings in IPF shares on the London StockExchange is 16 July 2007. Shortly after the demerger is effective, and upon completion of admission, theshare capital of Provident will be consolidated on the basis of one consolidatedProvident share for every two non-consolidated Provident shares. The purpose ofthis share consolidation is to preserve the value of share options and awardsunder Provident's employee share schemes and to maintain, so far as reasonablypracticable, the pre-demerger share price, the comparability of historic andfuture earnings per share and dividend per share data. In addition, it is proposed that shortly after the demerger the capital of IPFwill be reduced. This will create distributable reserves in IPF of approximately£410 million. The reduction of capital was approved by a special resolution ofthe current IPF shareholders on 30 May 2007 and is subject to the approval ofthe Court. Expected Timetable of Principal Events 2007(2), (3) Posting and publication of Circular and Prospectus 25 June 2007 Latest time and date for receipt of proxy request forms from members of 11 a.m. on 10 July 2007the Provident Financial Company Nominee Scheme for the ExtraordinaryGeneral Meeting of the Company Latest time and date for receipt of forms of proxy for the 11 a.m. on 11 July 2007Extraordinary General Meeting of the Company(1) Extraordinary General Meeting of Provident 11 a.m. on 13 July 2007 Latest time and date for transfers of Provident shares to be registered 5.00 p.m. on 13 July 2007in order for the transferee to be registered at the Demerger Record (4)Time, Provident share register closes and Provident shares disabled inCREST Demerger Record Time 5.00 p.m. on 13 July 2007 Expected effective date of demerger, Provident share consolidation, 8.00 a.m. on 16 July 2007admission and commencement of dealings in IPF shares and consolidatedProvident shares on the London Stock Exchange and crediting of IPFshares and consolidated Provident shares to CREST accounts Court hearing to approve the reduction of capital 18 July 2007 Dispatch of definitive certificates for IPF shares and consolidated By 27 July 2007Provident shares (other than in respect of such shares held throughCREST) and any fractional entitlement cheques Payment of fractional entitlements in respect of consolidated Provident By 27 July 2007shares held through CREST Notes: (1) Applicable also to online forms of proxy and CREST proxy instructions. (2) References to times in this announcement are to British Summer Time. (3) Each of the times and dates in the above timetable is based on currentexpectations and is subject to change. (4) It is likely that transfers of Provident shares in certificated form willneed to take place earlier in order for the transferee to be on the Providentshare register at the Demerger Record Time but this will depend on Providentshareholders' individual dealing arrangements. Application will be made to the Financial Services Authority for theconsolidated Provident shares and the IPF shares to be admitted to the OfficialList and for the consolidated Provident shares and the IPF shares to be admittedto trading on the London Stock Exchange plc's main market for listed securities. Copies of the Circular and Prospectus may be obtained from Provident'sregistered office at Colonnade, Sunbridge Road, Bradford, West Yorkshire, BD12LQ. Copies of the Circular and Prospectus have today been sent to the UKListing Authority and will shortly be available for inspection at the UK ListingAuthority's Document Viewing Facility which is located at: Financial ServicesAuthority 25 The North Colonnade Canary Wharf London E14 5HS Tel: 020 76761000. Enquiries: David Stevenson Provident Financial 01274 731111 This announcement does not contain or constitute or form part of, and should notbe construed as, any offer or invitation to sell or issue, or any solicitationof any offer to purchase, any Provident shares or shares in IPF or any othersecurities, nor shall it or any part of it nor the fact of its distribution formthe basis of, or be relied on in connection with, any contract or investmentdecision in relation thereto. This announcement does not constitute arecommendation regarding the securities of Provident or IPF. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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