COMPASS GROUP PLC
("the Company")
UPDATE RELATING TO RETURN OF £1 BILLION TO SHAREHOLDERS AND SHARE CAPITAL CONSOLIDATION
Following the approval by Shareholders of all of the resolutions proposed at the General Meeting of the Company held on 11 June 2014 relating to its proposed Return of Cash and Share Capital Consolidation, the allotment and issue of the B Shares and C Shares relating to its Return of Cash and the Share Capital Consolidation are each expected to occur on 7 July 2014.
The Share Capital Consolidation will consolidate every 17 Existing Ordinary Shares of 10 pence each into 16 New Ordinary Shares of 10 5/8 pence each. The Share Capital Consolidation and the allotment and issue of the B Shares and C Shares remain conditional on the admission of the New Ordinary Shares of 10 5/8 pence each to the Official List of the UK Listing Authority and to trading on the London Stock Exchange's main market becoming effective. An application will be made to the UK Listing Authority for an amendment to the Official List and to the London Stock Exchange for an amendment to trading to reflect the Share Capital Consolidation.
The New Ordinary Shares are expected to be admitted to the Official List of the UK Listing Authority and to commence trading on the London Stock Exchange's main market by or as soon as practicable after 8.00 a.m. on 8 July 2014.
EXPECTED TIMETABLE OF PRINCIPAL EVENTS |
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Election Deadline: latest time and date for receipt of Forms of Election or TTE Instructions from CREST holders in relation to the Alternatives.
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1.00 p.m. on Monday 7 July 2014 |
Latest time and date for dealings in Existing Ordinary Shares and cancellation of trading of the Existing Ordinary Shares.
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4.30 p.m. on Monday 7 July 2014
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Record Time for entitlement to B Shares and/or C Shares and for the Share Consolidation. Share register of Existing Ordinary Shares closed and Existing Ordinary Shares disabled in CREST.
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6.00 p.m. on Monday 7 July 2014 |
Admission of New Ordinary Shares to the Official List and to trading on the London Stock Exchange's main market for listed securities. Dealings commence in New Ordinary Shares. CREST accounts credited with New Ordinary Shares. |
By or as soon as practicable after 8.00 a.m. on Tuesday 8 July 2014 By or as soon as practicable after 8.00 a.m. on Tuesday 8 July 2014 |
B Shares issued pursuant to the Capital Option and C Shares issued pursuant to the Income Option and (if applicable) the scaling-back arrangements of the Capital Option.
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By or as soon as practicable after 8.00 a.m. on Tuesday 8 July 2014
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C Share Dividend becomes payable on C Shares issued pursuant to the Income Option and these C Shares automatically reclassify as Deferred Shares.
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By Tuesday 15 July 2014 |
Redemption of B Shares under the Capital Option. |
By Tuesday 15 July 2014
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If applicable, as a result of the scaling-back arrangements of the Capital Option, Barclays makes the Purchase Offer for C Shares issued pursuant to the Capital Option by means of an announcement by the Company through a Regulatory Information Service.
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By Tuesday 15 July 2014 |
Despatch of cheques or payment by BACS to mandated sterling bank accounts, in respect of proceeds under the Income Option.
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On Tuesday 29 July 2014 |
Despatch of cheques or, if held in CREST, CREST accounts credited in respect of proceeds under the Capital Option.
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On Tuesday 29 July 2014 |
Despatch of share certificates in respect of New Ordinary Shares and, if applicable, despatch of cheques and CREST accounts credited in respect of fractional entitlements. |
On Tuesday 29 July 2014 |
Notes:
Capita Asset Services Shareholder Helpline
Shareholder Helpline
If you have any questions about the Return of Cash please call the Shareholder Helpline on 0800 121 7641
(or +44 203 471 2731 if calling from outside of the United Kingdom) between 9.00 a.m. and 5.30 p.m.
Monday to Friday (except UK public holidays). Calls to the Shareholder Helpline are free of charge
from a BT landline. Costs for calls from mobile telephones and other network providers may vary. Calls
to the Shareholder Helpline from outside the United Kingdom will be charged at the applicable
international rates. Please note that calls may be recorded and randomly monitored for security and
training purposes. For legal reasons, the Shareholder Helpline will be unable to give advice on the merits of the Return of Cash or to provide financial, tax or investment advice.
All time references above are to London, UK time.
These dates are given on the basis of the Board's current expectations and are subject to change. 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 and will be available on www.compass-group.com.
Terms used in this announcement but which are not otherwise defined shall have the same meanings as set out in the circular published by the Company on 19 May 2014.
Enquiries to:
Mark J White/Clare Hunt Compass Group PLC Tel. +44 (0) 1932 573000
Notes to Editors
Compass Group PLC is a world-leading food and support services company, which generated annual revenues of £17.6 billion in the year to 30 September 2013. It operates in around 50 countries, employs over 500,000 people and serves over 4 billion meals every year. The Company specialises in providing food and a range of support services across the core sectors of Business & Industry, Healthcare & Seniors, Education, Defence, Offshore & Remote, Sports & Leisure and Vending with an established brand portfolio.
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