18/07/2013
Issue of Preliminary Prospectus by Dignity Finance PLC
Intended cash return to shareholders
Dignity plc (‘Dignity’ or the ‘Group’) announces that its subsidiary, Dignity Finance PLC has today issued a Preliminary Prospectus in respect of a potential issue of further Secured Notes.
It is the Group’s intention to issue further Class A Notes with an outstanding nominal amount of up to £34.3million and further Class B Notes with an outstanding nominal amount of up to £40.8million (the ‘Notes’). The actual proceeds raised from the Notes will depend on the market price and market conditions at the time of any issue. The closing market bid price on 17 July was approximately 119.1% for the Class A notes and approximately 136.9% for the Class B notes.
The Group has decided to take advantage of historically low interest rates which may not be available in the future. The nominal amount of new Notes offered is consistent with maintaining the existing A+/ BBB+ and A/BBB ratings by the two rating agencies who monitor Dignity’s Notes, as required under the terms of the Notes.
If the Notes are issued at a similar premium to the price of the Notes on 17 July 2013 then the gross proceeds of the issue will be approximately £95million. As a consequence of the issue of Notes, the Board plans to repay the £34million term loan with the Royal Bank of Scotland obtained to partly finance the acquisition of Yew Holdings Limited in January 2013. £1million is also expected to be paid to the Group’s defined benefit pension scheme. The Group then expects, after an allowance for fees, to have sufficient funds available to return approximately £1 per share to shareholders. If these Notes are issued, the Group does not intend to pay a separate interim dividend.
Any decision to issue further Secured Notes will be subject to market conditions prevailing at the time and the issue of a Prospectus by Dignity Finance PLC, as defined in Article 5.4 of Directive 2003/71/EC. The Preliminary Prospectus is an advertisement and does not comprise a prospectus for the purposes of EU Directive 2003/71/EC. The Preliminary Prospectus does not constitute an offer to sell or the solicitation of an offer to buy any securities of Dignity Finance PLC.
Whilst there can be no guarantee that further Secured Notes will be issued, or if issued, at what price, it is currently expected that an announcement regarding the pricing of the Secured Notes will be made on 19 July 2013 and that the subscription agreement will be executed by 23 July 2013.
The Group will make further announcements as appropriate.
For more information
Mike McCollum, Chief Executive
Steve Whittern, Finance Director
Dignity plc +44 (0) 121 354 1557
Richard Oldworth
Sophie McNulty
Louise Hadcocks
Buchanan Communications +44 (0) 20 7466 5000