Circular and notice of EGM

15 Jun 2006

Further to the announcement made on 11 May, 3i Group plc ("3i" or "the Company") is today posting to its shareholders a circular regarding a proposed bonus issue of listed B shares and a proposed share capital consolidation (the "Circular"), including notice of an Extraordinary General Meeting of the Company (the "EGM"). The EGM has been convened for Wednesday 12 July at 10.45 am (or as soon as possible thereafter upon the conclusion or adjournment of the Company's Annual General Meeting on that date) at The Institution of Engineering and Technology, Savoy Place, London WC2R 0BL.

Key points relating to the proposals are as follows:

  • Return to Shareholders of 127p per Existing Ordinary Share which equates to £700 million in aggregate. Shareholders to receive one B Share for each Existing Ordinary Share held at 6.00pm on the Record Date (expected to be 14 July).
  • A share consolidation will be undertaken in order to reflect the return of value represented by the issue of the B Shares under which the Existing Ordinary Shares will be consolidated and subdivided on 17 July 2006 so that Shareholders will receive: 

    11 Consolidated Ordinary Shares for every 13 Existing Ordinary Shares 

    that they hold at the Record Date. 

  • The proposals have also been designed with the objective of giving UK tax resident individual Shareholders, where possible, the flexibility to receive their return as capital or income for UK tax purposes, or a combination of the two.

 

Key dates are as follows:

Date Event
12 July 2006 at 10.45 am 
(or as soon as possible thereafter upon the conclusion or adjournment of the AGM)
EGM
14 July 2006 at 4.30 pm Latest time and date for receipt of Forms of Election
14 July 2006 at 6.00 pm Record Date (for consolidation of Existing Ordinary Shares and entitlement to B Shares)

 

17 July 2006 at 8.00 am Issue of B Shares and admission to listing of, and commencement of dealings in, B Shares and Consolidated Ordinary Shares
24 July 2006 at 8.00 am Initial Purchase Offer completed by RIS announcement
4 September 2006 at 8.00 am Company Offer completed by RIS announcement

 

The Company will apply (1) to the Financial Services Authority ("FSA") for all the B Shares to be issued to be admitted to the Official List of the FSA and (2) to the London Stock Exchange plc for all such B Shares to be admitted to trading on the London Stock Exchange plc's market for listed securities.

Copies of the Circular, the Shareholder Questions and Answers document and the Form of Election have been submitted to the UK Listing Authority and will shortly be available for inspection at the UK Listing Authority's Document Viewing Facility, which is situated at:

Financial Services Authority 
25 The North Colonnade 
Canary Wharf 
London E14 5HS

Further information and a copy of the Circular can be found on 3i's Investor Relations website, http://www.3igroup.com/.

Defined terms used in this announcement shall bear the meanings given in Part VIII (Definitions) of the Circular.

For further information, please contact:

Patrick Dunne
Group Communications Director
Tel  020 7975 3283