Trian Investors 1 Limited Dividend Declaration and Share Repurchase (8105C)
12 Febrero 2020 - 9:15AM
UK Regulatory
TIDMTI1
RNS Number : 8105C
Trian Investors 1 Limited
12 February 2020
12 February 2020
TRIAN INVESTORS 1 LIMITED
(the "Company")
Announcement of Dividend
On 28 November 2019, Ferguson plc ("Ferguson") paid a dividend
to all of its shareholders of record at 25 October 2019.
Accordingly, the Company's board of directors ("Board") today
announces that it is declaring a dividend of 0.52 pence per share
to be paid on or around 28 February 2020 to the Company's
shareholders of record at 21 February 2020. The ex-dividend date
will be 20 February 2020.
Subject to continued investment in and receipt of sufficient
dividend income from Ferguson, the Board intends for the Company to
declare an additional dividend of not less than 0.52 pence per
share in the third quarter of calendar year 2020, and to continue
to pay dividends to shareholders in future years. The Board intends
to review its dividend policy if Ferguson modifies its dividend
program, and it anticipates increasing Company dividends to the
extent that ordinary dividends paid by Ferguson continue to
grow.
Update to Dividend Policy
The policy of the Company and Trian Investors 1, L.P. (the
"Investment Partnership"), as stated in the Company prospectus
dated 21 September 2018, is to distribute substantially all target
company dividend proceeds after allowing for certain expenses and
reserves. However, the Board believes that the interest of
shareholders could be best served if the dividend policy is updated
so that the Company and the Investment Partnership have additional
flexibility to use a portion of target company dividends for other
purposes, such as repurchases of Company shares or hedging
activities designed to mitigate foreign currency risk.
Notwithstanding this update to the dividend policy, the Company
expects to continue to pay dividends in future years in the manner
described above.
The Board has instructed the Company's joint brokers to consult
with shareholders of the Company on this update to the dividend
policy.
Share Repurchase from Cash Reserves
Trian Investors 1, L.P. (the "Investment Partnership") recently
informed the Board that it intends to distribute approximately
GBP3,000,000 in excess cash reserves to the Company, consisting of
reserves originally established shortly following the Company's
initial public offering but which the Investment Partnership
believes are no longer required. The Board today announces that the
Company intends to use these reserves to repurchase ordinary shares
of the Company (the "Share Repurchase"), as and when the Board
deems it to be in the best interests of the Company, with a view
to, among other things, managing imbalances between the supply and
demand for Company shares. The Board retains absolute discretion as
to the execution, pricing and time of the Share Repurchase, subject
to the conditions set out in the authority to make market purchases
conferred at the Company's 2019 Annual General Meeting, and there
should be no presumption that the Share Repurchase will form part
of an ongoing program. The Company intends that any shares bought
back through the Share Repurchase will be held in treasury.
For further information, please contact:
Numis Securities Limited
(Joint corporate broker)
+44 (0)20 7260 1000
David Benda
Jefferies International Limited
(Joint corporate broker)
+44 (0)20 7029 8000
Stuart Klein
Estera International Fund Managers (Guernsey) Limited
(Administrator and Company Secretary)
+44 (0)1481 742 742
Mariana Enevoldsen
Cautionary note regarding forward-looking statements
This announcement contains statements which are, or may be
deemed to be, "forward-looking statements" or "forward-looking
information" under applicable securities laws (collectively
referred to as "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 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.
The forward-looking statements contained in this announcement
include statements relating to Company's expectations about
declaring future dividends. 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", "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
the Company believes that the expectations reflected in such
forward-looking statements are reasonable, the Company can give no
assurance that such expectations will prove to be correct. By their
nature, forward-looking statements involve risk and uncertainty
because they relate to events and depend on circumstances that will
occur in the future. There are a number of factors that could cause
actual results and developments to differ materially from those
expressed or implied by such forward-looking statements.
The Company is under no obligation, and expressly disclaims any
intention or obligation, to update or revise any forward-looking
statements, whether as a result of new information, future events
or otherwise.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
DIVUURVRRUUUAAR
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February 12, 2020 10:15 ET (15:15 GMT)
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