InterContinental Hotels Group PLC Notice of AGM, Special Div and Share Consolidation (5278B)
04 April 2017 - 8:00PM
UK Regulatory
TIDMIHG
RNS Number : 5278B
InterContinental Hotels Group PLC
04 April 2017
4 April 2017
InterContinental Hotels Group PLC ("IHG" or the "Company")
Publication of Circular: Notice of Annual General Meeting and
details of Special Dividend and Share Consolidation
On 21 February 2017, the Board of IHG announced its intention to
return US$400 million to Shareholders via a Special Dividend with a
Share Consolidation. The Board today announces it is publishing a
circular (the "Circular") which contains notice of its Annual
General Meeting and provides further details of the proposed
Special Dividend and Share Consolidation. The Annual General
Meeting is to be held on 5 May 2017 at 11.00am at the
InterContinental London Park Lane, One Hamilton Place, Park Lane,
London, W1J 7QY.
Special Dividend
The amount of the Special Dividend is US$2.025 per Existing
Ordinary Share. The Board is proposing to pay the Special Dividend
to Shareholders on the Register at 6.00pm on 5 May 2017 in Pounds
Sterling and to ADR holders on the ADR register as at 4.00pm (New
York time) on 5 May 2017 (being the close of business on the day
before the ADR effective date) in US Dollars, in each case as an
interim dividend in respect of the financial year ending 31
December 2017. The Board also announced on 21 February 2017 a
proposed final dividend of US$0.64 per Existing Ordinary Share. The
Pounds Sterling amount to be paid in respect of the Final Dividend
and Special Dividend will be announced on 11 May 2017, based on the
average of the market exchange rates on the three dealing days
commencing 8 May 2017, using the WM/Reuters closing mid-point spot
rate as at 4:00pm. The Final Dividend and Special Dividend are
expected to be paid to Shareholders and to holders of ADRs on 22
May 2017.
Share Consolidation
It is proposed that the payment of the Special Dividend be
accompanied by a consolidation of the Company's ordinary share
capital. A resolution to effect the Share Consolidation will be
proposed at the Annual General Meeting, details of which are set
out in the Circular. The Share Consolidation proposes to replace
IHG's Existing Ordinary Shares of 18(318) /(329) pence with New
Ordinary Shares of 19(17/) (21) pence each in the capital of IHG.
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
the relevant Shareholders on 16 May 2017. 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 30 March 2017 (being the last
practicable date prior to the posting of the Circular) when the
closing mid-market price per Existing Ordinary Share was 3,937
pence and there were 198,434,215 Existing Ordinary Shares in issue
(excluding treasury shares), the total amount of the Special
Dividend was equivalent to 4.2 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.
Expected timetable for the Special Dividend and Share
Consolidation
If any of the below times and / or dates change, the revised
times and / or dates will be notified to Shareholders by
announcement through a Regulatory Information Service. Unless
otherwise stated, all references to times given below are to London
time.
2017
========================================= ================
Latest time and date for receipt 11.00am on 3
of Forms of Proxy May
========================================= ================
Latest time and date for receipt 12.00pm (New
by the ADR Depositary of completed York time) on
Voting Instruction cards from holders 3 May
of ADRs
========================================= ================
Annual General Meeting 11.00am on 5
May
========================================= ================
Record date for participation in 5.00pm on 5 May
the Dividend Reinvestment Plan
for the Special Dividend
========================================= ================
Shareholder record date for the 6.00pm on 5 May
Special Dividend and for the Share
Consolidation
========================================= ================
ADR holder record date for the 4:00 pm (New
Special Dividend and for the Share York time) on
Consolidation 5 May
========================================= ================
Commencement of dealings in New 8.00am on 8 May
Ordinary Shares
========================================= ================
Ordinary Shares (but not ADSs) 8 May
marked ex-Special Dividend
========================================= ================
CREST accounts credited with New 8 May
Ordinary Shares
========================================= ================
ADR effective date for the Special 9.30am (New York
Dividend and for the Share Consolidation time) on 8 May
========================================= ================
Commencement of dealings in new 9.30am (New York
ADSs time) on 8 May
========================================= ================
Announcement of the Pounds Sterling 11 May
amount to be paid in respect of
the Special Dividend
========================================= ================
Despatch of cheques for fractional 16 May
entitlements and certificates for
New Ordinary Shares; CREST accounts
credited with the value of fractional
entitlements
========================================= ================
Payment of the Special Dividend 22 May
to Shareholders and to holders
of ADRs
========================================= ================
Purchase of New Ordinary Shares 22 May
for participants in the Dividend
Reinvestment Plan
Other information
The Circular will be posted or otherwise made available to
Shareholders today. The Circular will be available on the IHG
website at www.ihgplc.com/investors under financial library and, in
compliance with Listing Rule 9.6.1, copies of both the Circular and
the form of proxy for use in connection with the Annual General
Meeting will shortly be available for inspection at
www.hemscott.com/nsm.do.
All definitions used in the Circular to Shareholders dated 4
April 2017 have the same meaning when used in this
announcement.
For further information
Investor Relations (Heather +44 (0)1895 +44 (0)7808
Wood, Neeral Morzaria): 512176 098724
============================ =========== ===========
Media Relations (Yasmin +44 (0)1895 +44 (0)7736
Diamond, Jovana Lakcevic): 512008 746627
Notes for editors
IHG(R) (InterContinental Hotels Group) [LON:IHG, NYSE:IHG
(ADRs)] is a global organisation with a broad portfolio of hotel
brands, including InterContinental(R) Hotels & Resorts,
Kimpton(R) Hotels & Restaurants, Hotel Indigo(R), EVEN(R)
Hotels, HUALUXE(R) Hotels and Resorts, Crowne Plaza(R) Hotels &
Resorts, Holiday Inn(R) Hotels & Resorts, Holiday Inn
Express(R), Staybridge Suites(R) and Candlewood Suites(R).
IHG franchises, leases, manages or owns nearly 5,200 hotels and
770,000 guest rooms in almost 100 countries, with nearly 1,500
hotels in its development pipeline. IHG also manages IHG(R) Rewards
Club, the world's first and largest hotel loyalty programme, with
more than 100 million enrolled members worldwide.
InterContinental Hotels Group PLC is the Group's holding company
and is incorporated in Great Britain and registered in England and
Wales. More than 350,000 people work across IHG's hotels and
corporate offices globally.
Visit www.ihg.com for hotel information and reservations and
www.ihgrewardsclub.com for more on IHG Rewards Club. For our latest
news, visit: www.ihgplc.com/media and follow us on social media at:
www.twitter.com/ihg, www.facebook.com/ihg and
www.youtube.com/ihgplc.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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