ASX Announcement 22 December 2003 Manager Company Announcements Office Australian Stock Exchange Level 4, 20 Bridge Street Sydney NSW 2000 Manager Market Information Services Section New Zealand Stock Exchange Level 9, ASB Tower, 2 Hunter Street Wellington New Zealand Announcement No: 165/03 HHG PLC result of the Global Offer AMP Limited (AMP) ASX Announcement AMP Limited Level 24, 33 Alfred Street Sydney NSW 2000 Australia ABN 49 079 354 519
19 December 2003 Not for distribution, publication or release in or into the United States HHG PLC RESULT OF THE GLOBAL OFFER HHG PLC ( HHG ), the diversified investment management group, today announces the result of its Global Offer of 652,920,962 shares at an Offer Price of 30 pence per Share. Net proceeds raised under the Global Offer will be approximately 190 million and, based on the Offer Price, HHG will have a market capitalisation of approximately 739 million. HHG Chief Executive Officer, Roger Yates said he was very pleased with the significant level of support for the Global Offer from both existing shareholders and new investors. The successful completion of the Global Offer will leave HHG well positioned, with the excess proceeds over 100 million being applied towards increasing HHG s controlling interest in Henderson Global Investors (via HHG Invest) to approximately 76%, said Mr Yates. This increases HHG s direct economic exposure to Henderson Global Investors and also enhances Pearl s regulatory capital position, said Mr Yates. He added that the strength of Henderson, together with the management actions taken to reduce risks in the Life Services life companies, provide a firm foundation for HHG s future as an independent listed entity. He also said that with the groundwork in place, HHG is well positioned to benefit from continued market recovery. ADDITIONAL INFORMATION Immediately following completion of the Global Offer, there will be 2,464,049,460 HHG Shares in issue. The aggregate number of Shares to be issued under the Global Offer will be 652,920,962, representing approximately 26% of the enlarged issued share capital of HHG immediately following admission. Based on an Offer Price of 30 pence per share, the net proceeds raised under the Global Offer will be approximately 190 million. The initial 50 million of net proceeds raised under the Global Offer will be used by HHG to help acquire a controlling interest in HHG Invest (formerly AMP Invest) from Pearl, with the next 50 million being held by the HHG Group for general working capital purposes. The balance of 90 million of net proceeds raised in the Global Offer will be applied by HHG to increase its controlling interest in HHG Invest, the holding company
of Henderson. Following the application of the additional proceeds, HHG will have a controlling interest in HHG Invest of approximately 76%. UBS Limited and Cazenove & Co. Ltd are acting as Joint Sponsors, Joint Bookrunners and Joint Lead Managers to HHG in the Global Offer. AMP is not subscribing for Shares in the Global Offer. Following completion of the Global Offer, the number of Shares held by AMP will thus remain unchanged and will represent approximately 11% of HHG s enlarged share capital. In addition, AMP and the directors of HHG have agreed to certain lock-up arrangements of various periods in respect of their Shares. It is expected that Chess Depository Interests (CDIs) representing the Shares allotted in the Demerger will commence trading on the Australian Stock Exchange on a deferred settlement basis at 12.00 p.m. AEDST (1.00 a.m. GMT) on 23 December 2003. Application has been made to the UK Listing Authority for the entire ordinary share capital of HHG PLC, issued and to be issued, to be admitted to the Official List and to the London Stock Exchange s market for listed securities. It is expected that admission of the Shares to the Official List and to trading on the London Stock Exchange s market will become effective and that unconditional dealings will commence in the Shares at 8.00 a.m. GMT (7.00 p.m. AEDST) on 23 December 2003. It is expected that CDIs representing the Shares allotted in the Global Offer will commence trading on the Australian Stock Exchange on a deferred settlement basis at 10.00 a.m. AEDST (11.00 p.m. GMT) on 24 December 2003. The shares will be listed on the London Stock Exchange and Australian Stock Exchange under the symbol HHG. Supplementary Listing Particulars containing details of the Global Offer have been approved by the UK Listing Authority and were published on 19 December 2003. Copies of this document have been submitted to the UK Listing Authority and are available for inspection at the Document Viewing Facility of the Financial Services Authority, 25 The North Colonade, London, E14 5HS. Copies are also available on request from HHG, UBS Limited or Cazenove & Co. Ltd. References in this statement to AEDST mean Australian Eastern Daylight Saving Time and references to GMT mean Greenwich Mean Time.
For further information please contact HHG +44 20 7818 5168 Roger Yates, Chief Executive Officer Gail Williamson, Director Investor Relations UBS Limited +44 20 7567 8000 Ian Gladman Louise Wilson Cazenove & Co. Ltd +44 20 7588 2828 David Mayhew Tim Wise Financial Dynamics +44 20 7269 7107 Alex Child-Villiers Rob Bailhache NOTES FOR EDITORS On Listing, HHG PLC will comprise the following UK based operations: Henderson Global Investors: a top 10 UK-domiciled investment manager with 69 billion of assets under management as at 30 June 2003. Henderson Global Investors will be the long-term strategic focus for the Group; Life Services: the life and pensions books of Pearl, National Provident Life, NPI Limited and London Life which are effectively closed to new business; Other Businesses: Towry Law, a leading financial advisory group and an investment in Virgin Money, a 50/50 financial services joint venture with the Virgin Group. HHG PLC is a diversified investment management group, with pro-forma shareholders net assets in excess of 1.5 billion and minimal external debt. HHG will be listed on the London and Australian Stock Exchanges and will be eligible for inclusion in both the FTSE 250 and ASX 100 indices. This announcement is not for publication, distribution or release in the United States, Canada or Japan. This announcement does not constitute or form part of an offer, or solicitation of an offer to purchase or subscribe for any HHG PLC shares and no offer or solicitation of an offer to purchase or subscribe for securities is being made in the United States, Canada or Japan. Shares in HHG PLC have not been and will not be registered under the US Securities Act of 1933 as amended and have not and will not be offered or sold in the United States absent registration or an exemption from registration. No public offering of securities is being made in the United States.
The contents of this announcement, which has been prepared by and is the sole responsibility of HHG PLC, have been approved by UBS Limited solely for the purposes of section 21(2)(b) of the Financial Services and Markets Act 2000. UBS Limited can be contacted as stated above. UBS Limited is acting for HHG PLC and no one else in relation to the Global Offer and will not be responsible to anyone other than HHG PLC for providing the protections afforded to clients of UBS Limited nor for providing any advice in relation to the Global Offer or any transaction or arrangement referred to in this document.