REG - abrdn PLC - Publication of Circular & Notice of GM

AberdeenAnnouncement

09/02/2022 11:25

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RNS Number : 0818B  abrdn PLC  08 February 2022

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO,
OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OF THAT JURISDICTION

FOR IMMEDIATE RELEASE

9 February 2022

 

abrdn plc ("abrdn")

Proposed acquisition of interactive investor

Publication of Circular and Notice of General Meeting

Update on Trading

 

Further to the announcement on 2 December 2021 in relation to the proposed
acquisition of interactive investor by abrdn (the "Acquisition"), abrdn
announces that its Class 1 Circular in relation to the Acquisition (the
"Circular") has today been approved by the Financial Conduct Authority (the
"FCA"). Copies of the Circular will shortly be posted to abrdn's shareholders
(other than those who have elected for notification by electronic
communication).

Completion of the Acquisition is conditional on, among other things, the
approval of abrdn's shareholders. Accordingly, a general meeting of abrdn will
be held at 2 p.m. on 15 March 2022 at etc.venues St Paul's, 200 Aldersgate,
London, EC1A 4HD, at which an ordinary resolution will be proposed for abrdn's
shareholders to approve the Acquisition. A notice convening the general
meeting is included in the Circular.

The Circular will shortly be submitted to the FCA's National Storage Mechanism
and will be available for inspection on its website at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism
(https://data.fca.org.uk/#/nsm/nationalstoragemechanism) . The Circular will
also be available for viewing on abrdn's website at
https://www.abrdn.com/corporate/investors/acquisition-of-ii
(https://www.abrdn.com/corporate/investors/acquisition-of-ii) .

The Circular contains updates on trading for abrdn and interactive investor,
as set out below:

abrdn

The financial results for abrdn for the full year ended 31 December 2021 will
be announced on 1 March 2022.

Overall, trading for the year was in line with management expectations, with
the trajectory in revenue growth seen in the first half of 2021 broadly
continuing for the full year. AUMA at 31 December 2021 increased to £542
billion, compared with £535 billion at 31 December 2020.

interactive investor

interactive investor has continued to have good momentum during the second
half of 2021. In the six months to 31 December 2021, the business attracted
c.17,500 new customers, c.12 per cent. higher than in the comparable period in
2020, and continues to retain high levels of assets per customer. At 31
December 2021, interactive investor had c.403,000 customers and AUA of c.£59
billion.

Trading volumes have remained significantly above pre-COVID-19 levels with
daily average retail trades volumes of c.22,000 over the twelve months to 31
December 2021, compared with c.8,700 over the same period to 31 December
2019.

Unless otherwise defined, terms used in this announcement shall have the same
meaning as those used in the Circular.

 

 

Enquiries

 abrdn plc
 Media
 Stephen Whitehead                            07920 369595
 Iain Dey (Edelman Smithfield)                07976 295906
 Latika Shah (Edelman Smithfield              07950 671948
 Institutional equity investors and analysts
 Catherine Nash                               07798 518657
 Retail equity investors
 Equiniti                                     *0371 384 2464
 * Calls may be monitored and/or recorded. Call charges will vary.
 Debt investors and analysts
 Graeme McBirnie                              01313 727760
 Group Secretariat
 Kenneth Gilmour                              07734 974073

 J.P. Morgan Cazenove                         +44 (0) 20 7742 4000
 (Sole Financial Adviser, Sole Sponsor)
 Conor Hillery
 Edward Squire
 Claire Brooksby
 Ravin Mehta

 

Important notice

This announcement is not intended to, and does not constitute, or form part
of, an offer to sell or an invitation to purchase or subscribe for any
securities or a solicitation of any vote or approval in any jurisdiction. This
announcement does not constitute a prospectus or a prospectus equivalent
document. abrdn Shareholders are advised to read carefully the formal
documentation in relation to the Acquisition once it has been despatched. Any
response to the proposals should be made only on the basis of the information
in the formal documentation to follow.

Overseas jurisdictions

The release, publication or distribution of this announcement in jurisdictions
other than the United Kingdom may be restricted by law and therefore any
persons who are subject to the laws of any jurisdiction other than the United
Kingdom should inform themselves about, and observe, any applicable
requirements. This announcement has been prepared for the purposes of
complying with the Listing Rules and the information disclosed may not be the
same as that which would have been disclosed if this announcement had been
prepared in accordance with the laws and regulations of any jurisdiction
outside of the United Kingdom.

Forward-looking statements

Certain statements in this announcement are, or may be deemed to be,
"forward-looking statements". Forward-looking statements are prospective in
nature and are not based on historical facts, but rather on current
expectations and projections of the management of abrdn and interactive
investor about future events, and are therefore subject to risks and
uncertainties which could cause actual results to differ materially from the
future results expressed or implied by the forward-looking statements. Each
forward-looking statement speaks only as of the date of the particular
statement, and the events discussed herein may not occur.

The forward-looking statements contained in this announcement include
statements relating to the expected effects of the Acquisition on abrdn and
interactive investor or the Enlarged Group (including their future prospects,
developments and strategies), the expected timing and scope of the Acquisition
and other statements other than historical facts. Often, but not always,
forward-looking statements can be identified by the use of forward-looking
words such as "plans", "expects" or "does not expect", "is expected", "is
subject to", "budget", "projects", "strategy", "scheduled", "estimates",
"forecasts", "intends", "anticipates" or "does not anticipate", or "believes",
or variations of such words and phrases or statements that certain actions,
events or results "may", "could", "should", "would", "might" or "will" be
taken, occur or be achieved. Although abrdn and interactive investor believe
that the expectations reflected in such forward-looking statements are
reasonable, abrdn and interactive investor can give no assurance that such
expectations will prove to be correct.

By their nature, forward-looking statements involve risk and uncertainty
because they are based on information available at the time they are made,
including current expectations and assumptions, and relate to future events
and/or depend on circumstances which may be or are beyond the abrdn Group's
control, including among other things: UK domestic and global political,
economic and business conditions (such as the UK's exit from the EU); market
related risks such as fluctuations in interest rates and exchange rates, and
the performance of financial markets generally; the impact of inflation and
deflation; the impact of competition; the timing, impact and other
uncertainties associated with future acquisitions, disposals or combinations
undertaken by abrdn or its affiliates and/or within relevant industries; the
value of and earnings from the abrdn Group's strategic investments and ongoing
commercial relationships; default by counterparties; information technology or
data security breaches (including the abrdn Group being subject to
cyberattacks); operational information technology risks, including the abrdn
Group's operations being highly dependent on its information technology
systems (both internal and outsourced); natural or man made catastrophic
events; the impact of pandemics, such as the COVID-19 (coronavirus) outbreak;
climate change and a transition to a low carbon economy (including the risk
that the abrdn Group may not achieve its targets); exposure to third party
risks including as a result of outsourcing; the failure to attract or retain
necessary key personnel; the policies and actions of regulatory authorities;
and the impact of changes in capital, solvency or accounting standards, and
tax and other legislation and regulations in the jurisdictions in which abrdn
and its affiliates operate.

Neither abrdn and interactive investor, nor any of their respective associates
or directors, officers or advisers, provides any representation, assurance or
guarantee that the occurrence of the events expressed or implied in any
forward-looking statements in this announcement will actually occur. You are
cautioned not to place any reliance on these forward-looking statements. Other
than in accordance with their legal or regulatory obligations, neither abrdn
nor interactive investor is under any obligation, and abrdn and interactive
investor expressly disclaim any intention or obligation, to update or revise
any forward-looking statements, whether as a result of new information, future
events or otherwise.

No profit forecasts, estimates or quantified financial benefits statements

No statement in this announcement is intended as a profit forecast, profit
estimate or quantified financial benefits statement for any period and no
statement in this announcement should be interpreted to mean that earnings or
earnings per share for the Enlarged Group, abrdn and/or interactive investor
for the current or future financial years would necessarily match or exceed
the historical published earnings or earnings per share of abrdn or
interactive investor.

Rounding

Certain figures included in this announcement have been subjected to rounding
adjustments.

Currency

Unless otherwise indicated, all references in this document, to "£" are to
the lawful currency of the United Kingdom. abrdn prepares its financial
statements in pounds sterling.

Disclaimer

J.P. Morgan Securities plc, which conducts its UK investment banking business
as J.P. Morgan Cazenove ("J.P. Morgan Cazenove"), and which is authorised in
the United Kingdom by the Prudential Regulation Authority (the "PRA") and
regulated by the PRA and the FCA, is acting as financial adviser exclusively
for abrdn and no one else in connection with the Acquisition and will not
regard any other person as its client in relation to the Acquisition and will
not be responsible to anyone other than interactive investor for providing the
protections afforded to clients of J.P. Morgan Cazenove or its affiliates, nor
for providing advice in relation to the Acquisition or any other matter or
arrangement referred to herein.

LEI number of abrdn plc: 0TMBS544NMO7GLCE7H90

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