InterContinental Hotels Group PLC
04 May 2007
4 May 2007
InterContinental Hotels Group PLC ("IHG" or the "Company")
Special Dividend and Share Consolidation
On 20 February 2007 the Board of IHG announced its intention to return £700
million to Shareholders by way of a Special Dividend. The Board today announces
it is publishing a circular (the "Circular") setting out full details of the
proposed Special Dividend and associated Share Consolidation and convening an
Extraordinary General Meeting to be held on Friday 1 June 2007 at 12.00pm, or as
soon as the Company's Annual General Meeting convened for that date has
concluded.
It is proposed that the payment of the Special Dividend of 200 pence per
Existing Ordinary Share be accompanied by a consolidation of the Company's
ordinary share capital. The Special Dividend will be paid as a first interim
dividend in respect of the financial year ending 31 December 2007 and is
expected to be paid to Shareholders on Friday 15 June 2007. The Company has
elected to pay the Special Dividend to all ADR holders in US Dollars. The rate
to be paid by the Company will be US$4.00 per Existing ADS.
The Share Consolidation will replace every 56 Existing Ordinary Shares with 47
New Ordinary Shares. Upon the Share Consolidation, the nominal value of the
Ordinary Shares will change from 113/7 pence per Ordinary Share to 1329/47 pence
per Ordinary Share. Fractional entitlements arising from the Share Consolidation
will be aggregated and sold in the market on behalf of the relevant
Shareholders. The proceeds of the sale are expected to be sent to Shareholders
on Friday 15 June 2007. The value of any Shareholder's fractional entitlement
will not exceed the value of one New Ordinary Share.
As at the close of business on Wednesday 2 May 2007 (being the last practicable
date prior to the posting of the Circular) when the closing mid-market price per
Existing Ordinary Share was 1235 pence and there were 355,726,341 Existing
Ordinary Shares in issue, the total amount of the Special Dividend was
equivalent to 16.1% per cent. of the market capitalisation of the Company. The
effect of the Share Consolidation will be to reduce the number of Ordinary
Shares 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 will (save in
respect of fractional entitlements) remain unchanged.
Authority to purchase own shares
The Board will also submit to its Shareholders at the Extraordinary General
Meeting a proposal for a renewed authority to enable the Company to continue to
make 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 3.00pm (New York time) on Thursday
Voting Instruction cards from holders of ADRs 24 May 2007
Latest time and date for receipt of Forms of Proxy 12.00pm on Wednesday 30 May 2007
Extraordinary General Meeting 12.00pm on Friday 1 June 2007, 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 6.00pm on Friday 1 June 2007
Shares marked ex-Special Dividend Monday 4 June 2007
Commencement of dealings in New Ordinary Shares and New ADRs 8.00am on Monday 4 June 2007
(9.30am New York time for ADRs)
CREST accounts credited with New Ordinary Shares Monday 4 June 2007
Exchange of Existing ADRs commences Friday 8 June 2007
Payment of the Special Dividend. Despatch of cheques for fractional Friday 15 June 2007
entitlements and certificates for New Ordinary Shares
If any of the above times and/or dates change, the revised times and/or dates
will be notified to shareholders by announcement through a Regulatory
Information Service.
The Circular will be posted to Shareholders and submitted to the Financial
Services Authority today. It will shortly be available for inspection at the
Financial Services Authority's Document Viewing Facility which is situated at:
Financial Services Authority, 25 The North Colonnade, Canary Wharf, London, E14
5HS, telephone 020 7066 1000.
All definitions used in the Circular to Shareholders dated 4 May 2007 have the
same meaning when used in this announcement.
For further information, please contact
InterContinental Hotels Group
Media Enquiries Leslie McGibbon +44 (0) 1753 410 425
Investor Relations Paul Edgecliffe-Johnson +44 (0) 1753 410 176
Heather Ward
JPMorgan Cazenove David Clasen +44 (0) 20 7588 2828
JPMorgan Cazenove, which is regulated in the United Kingdom by the Financial
Services Authority, is acting exclusively for InterContinental Hotels Group and
for no one else in connection with the Special Dividend and Share Consolidation
and will not be responsible to any other persons for providing the protections
afforded to the clients of JPMorgan Cazenove, nor for providing advice to any
other 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. InterContinental
Hotels Group owns, manages, leases or franchises, through various subsidiaries,
over 3,700 hotels and 556,000 guest rooms in nearly 100 countries and
territories around the world. The Group owns a portfolio of well recognised and
respected hotel brands including InterContinental(R) Hotels & Resorts, Crowne
Plaza(R) Hotels & Resorts, Holiday Inn(R) Hotels and Resorts, Holiday Inn
Express(R), Staybridge Suites(R), Candlewood Suites(R) and Hotel IndigoTM, and
also manages the world's largest hotel loyalty programme, Priority Club(R)
Rewards.
InterContinental Hotels Group offers information and online reservations for all
its hotel brands at www.ihg.com and information for the Priority Club Rewards
programme at www.priorityclub.com.
For the latest news from InterContinental Hotels Group, visit our online Press
Office at www.ihg.com/media
This information is provided by RNS
The company news service from the London Stock Exchange
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