REG - Future PLC - Annual Financial Report

FutureAnnouncement

15/12/2022 11:00

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RNS Number : 8582J  Future PLC  15 December 2022

 

 

Future plc

15 December 2022

 

Future plc
("Future" or the "Company")

Proposed Capital Reduction and Notice of Annual General Meeting

15 December 2022

 

Future announces that later today it will post its annual report (the "Annual
Report") to shareholders, incorporating a notice of the annual general meeting
(the "AGM"), regarding, amongst other items, a proposed capital reduction. The
AGM will be held at 11am on 8 February 2023.

 

The proposed capital reduction, if approved by shareholders, would create
additional distributable reserves to provide flexibility for future dividend
payments and/or share buybacks. In seeking approval of the Reduction of
Capital, the Directors are not indicating any commitment, and, at the date of
this announcement, do not have any immediate intention, to make any
distributions (other than the recommended final dividend of 3.4p per share for
the year ended 30 September 2022, payable on 14 February 2023 to all
shareholders on the register at close of business on 20 January 2023, subject
to shareholder approval at the AGM on 8 February 2023 as previously announced
on 30 November 2022), or to buy back any Ordinary Shares.

 

The process comprises: (i) the cancellation of the entire amount standing to
the credit of the Company's share premium account (the "Share Premium
Reduction") and (ii) the capitalisation of the entire amount standing to the
credit of the Company's merger reserve by issuing B ordinary shares in the
capital of the Company and the subsequent cancellation of such B ordinary
shares (the "Merger Reserve Reduction"). The Share Premium Reduction and the
Merger Reserve Reduction together comprise the "Capital Reduction".

 

The Capital Reduction is conditional upon the passing of the resolutions set
out in the notice of the AGM by the Company's shareholders, as well as
approval being obtained in the Companies Court, London (the "Court").

 

It is expected that the Capital Reduction, if approved by shareholders and
confirmed by the Court, will create additional distributable reserves to the
value of £669,820,258.

 

The Annual Report (including the notice of the AGM) which amongst other
matters, deals with the Capital Reduction, will shortly be submitted to the
FCA's National Storage Mechanism and will be available for inspection on its
website at https
(https://eur02.safelinks.protection.outlook.com/?url=https%3A%2F%2Fdata.fca.org.uk%2F%23%2Fnsm%2Fnationalstoragemechanism&data=02%7C01%7Clisa.daniels%40jupiteram.com%7Cf244af61eb4342ff721c08d7e778ef08%7C70e1a0b75bf5416b96c4f244fca5ae53%7C0%7C0%7C637232378919258219&sdata=fkIXUD3TfG1QwIU03eZwSbCu%2F%2BJXhUpLsZd6lA32jVU%3D&reserved=0)
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(https://eur02.safelinks.protection.outlook.com/?url=https%3A%2F%2Fdata.fca.org.uk%2F%23%2Fnsm%2Fnationalstoragemechanism&data=02%7C01%7Clisa.daniels%40jupiteram.com%7Cf244af61eb4342ff721c08d7e778ef08%7C70e1a0b75bf5416b96c4f244fca5ae53%7C0%7C0%7C637232378919258219&sdata=fkIXUD3TfG1QwIU03eZwSbCu%2F%2BJXhUpLsZd6lA32jVU%3D&reserved=0)
.uk/#/nsm
(https://eur02.safelinks.protection.outlook.com/?url=https%3A%2F%2Fdata.fca.org.uk%2F%23%2Fnsm%2Fnationalstoragemechanism&data=02%7C01%7Clisa.daniels%40jupiteram.com%7Cf244af61eb4342ff721c08d7e778ef08%7C70e1a0b75bf5416b96c4f244fca5ae53%7C0%7C0%7C637232378919258219&sdata=fkIXUD3TfG1QwIU03eZwSbCu%2F%2BJXhUpLsZd6lA32jVU%3D&reserved=0)
/nationalstoragemechanism. The Annual Report (including the notice of the AGM)
will also be available for viewing on the Company's website at
www.futureplc.com.

 

 

 

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

 

 Publication of this document                                     15 December 2022
 Latest time and date for receipt of Forms of Proxy               11:00 a.m. on 6 February 2023
 Annual General Meeting                                           11:00 a.m. on 8 February 2023
 Expected date of the first Court hearing for initial directions  on or around 20 February 2023
 Capital Reduction Record Time                                    6.30 p.m. on the Business Day preceding the Court hearing to confirm the
                                                                  Reduction of Capital
 Expected date of the second Court hearing                        on or around 14 March 2023 to confirm the Reduction of Capital
 Effective Date of the Reduction of Capital                       Business Day after the Court order confirming the Reduction of Capital

Notes:

(1)   Each of the times and dates set out above is based on current
expectations and is subject to change. If any of the above times and/or dates
is changed, the revised times and/or dates will be notified to Shareholders by
announcement through a Regulatory Information Service.

(2)   All above references to times are to London (GMT) times.

Enquiries:

 

 Future plc                                    Tel: +44 (0)1225 442244

 Zillah Byng-Thorne, Chief Executive Officer

Penny Ladkin-Brand, Chief Financial Officer

 Marion Le Bot, Head of Investor Relations

 Headland Consultancy (Financial PR)           Tel: +44 (0)20 3805 4822

 Stephen Malthouse                             +44 (0)7734 956 201

Rob Walker
+44 (0)77 9195 8922

Charlie Twigg

future@headlandconsultancy.com

 

 

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