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Download the Shareholder Circular and Notice of EGM PDF 0.13Mb THIS DOCUMENT IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. If you are in any doubt about the action you should take, you should consult your stockbroker, solicitor, accountant, bank manager or other independent financial adviser duly authorised under the Financial Services and Markets Act 2000 immediately. If you have sold or otherwise transferred some or all of your Ordinary Shares, please send this document, together with the accompanying Form of Proxy, as soon as possible to the purchaser or transferee or to the stockbroker, bank or other agent through whom the sale or transfer was effected, for delivery to the purchaser or transferee. Cazenove & Co. Ltd is acting for InterContinental Hotels Group PLC and no-one else in connection with the Special Dividend and Share Consolidation and will not be responsible to anyone other than InterContinental Hotels Group PLC for providing the protections afforded to its clients or for giving advice in relation to the Special Dividend and Share Consolidation. InterContinental Hotels Group PLC Incorporated and registered in England and Wales under the Companies Act 1985 Registered number 4551528 Special Dividend of 72 pence per Existing Ordinary Share and Share Consolidation and Notice of EGM Application will be made to the UK Listing Authority for the New Ordinary Shares arising from the proposed consolidation of the Company’s ordinary share capital to be admitted to the Official List and to the London Stock Exchange for the New Ordinary Shares to be admitted to trading on the London Stock Exchange’s market for listed securities. It is expected that dealings in the Existing Ordinary Shares will continue until close of business on Friday 10 December 2004 and that Admission of the New Ordinary Shares will become effective and dealings for normal settlement will commence at 8.00 a.m. on Monday 13 December 2004. Notice of an Extraordinary General Meeting of the Company to be held at 10.30 a.m. on Friday 10 December 2004 at The Queen Elizabeth II Conference Centre, Broad Sanctuary, Westminster, London SW1P 3EE is set out at the end of this document. A Form of Proxy is enclosed with this document and, if used, should be lodged with the Company’s Registrar, Lloyds TSB Registrars, at The Causeway, Worthing, West Sussex BN99 6BF no later than 10.30 a.m. on Wednesday 8 December 2004. If you hold shares in CREST, you may appoint a proxy by completing and transmitting a CREST Proxy Instruction to Lloyds TSB Registrars (CREST participant ID 7RA01) so that it is received by no later than 10.30 a.m. on Wednesday 8 December 2004. The return of a completed Form of Proxy or CREST Proxy Instruction will not prevent you from attending the Extraordinary General Meeting and voting in person if you wish to do so. Electronic Proxy Appointment is available for this Extraordinary General Meeting. This facility enables shareholders to lodge their proxy appointment by electronic means on a website provided by Lloyds TSB Registrars via www.sharevote.co.uk. Further details are set out in the notes to the Form of Proxy. CONTENTS Page EXPECTED TIMETABLE .............................................................................................................. i LETTER FROM THE CHAIRMAN OF INTERCONTINENTAL HOTELS GROUP PLC ............. 1 APPENDIX I FURTHER DETAILS OF THE SPECIAL DIVIDEND AND SHARE CONSOLIDATION ....................................................................................... 4 APPENDIX II DEFINITIONS .............................................................................................. 11 NOTICE OF EXTRAORDINARY GENERAL MEETING .............................................................. 13 EXPECTED TIMETABLE 2004 Latest time and date for receipt of Forms of Proxy 10.30 a.m. on Wednesday 8 December Extraordinary General Meeting 10.30 a.m. on Friday 10 December Record Date for entitlement to the Special Dividend and 6.00 p.m. on Friday for the Share Consolidation 10 December Shares marked ex-Special Dividend Monday 13 December Commencement of dealings in New Ordinary Shares 8.00 a.m. on Monday 13 December CREST accounts credited with New Ordinary Shares Monday 13 December Payment of the Special Dividend. Despatch of cheques for Friday 17 December fractional entitlements and certificates for New Ordinary Shares If any of the above times and/or dates change, the revised times and/or dates will be notified to Shareholders by announcement through the Regulatory Information Service of the London Stock Exchange. Unless otherwise stated, all references to times in this document are to London time. Holders of ADRs should see ‘‘Key Dates for ADR Holders’’ on page 9. Shareholder Helpline If you have any questions about the Special Dividend or the Share Consolidation, please call our shareholder helpline on 0870 600 2027 (or + 44 1903 702767 from outside the UK) between 9.00 a.m. and 5.00 p.m. Monday to Friday. For legal reasons, the shareholder helpline will not be able to provide advice on the merits of the Special Dividend or the Share Consolidation or to provide financial advice. i LETTER FROM THE CHAIRMAN OF INTERCONTINENTAL HOTELS GROUP PLC 16 November 2004 To: Holders of Existing Ordinary Shares and, for information only, holders of options and awards under the Share Schemes. Dear Shareholder Introduction On 9 September 2004, the Board announced its intention to return £500 million to Shareholders by way of a special dividend. The Special Dividend forms part of a total of £1 billion of funds that the Board has committed to be returned to its Shareholders since the separation of Six Continents PLC into InterContinental Hotels Group PLC and Mitchells & Butlers plc in April 2003. For the reasons explained in this letter, it is proposed that the payment of the Special Dividend of 72 pence per Existing Ordinary Share be accompanied by a consolidation of the Company’s ordinary share capital. The purpose of this letter is to provide further details of the Special Dividend and the Share Consolidation and to seek Shareholders’ consent to the Share Consolidation and to a renewed authority to enable the Company to continue to make market purchases of its Ordinary Shares. Special Dividend The Board is proposing to pay the Special Dividend to Shareholders on the Register at 6.00 p.m. on Friday 10 December 2004. The Special Dividend will be paid as a second interim dividend in respect of the financial year ending 31 December 2004 and is expected to be paid to Shareholders on Friday 17 December 2004. Share Consolidation The ratio used for the purposes of the Share Consolidation has been determined by reference to the closing mid-market price of 680 pence per Existing Ordinary Share on 12 November 2004 (being the last practicable day prior to the date of posting of this Document) when there were 699,176,104 Existing Ordinary Shares. As at the close of business on 12 November 2004, the total amount of the Special Dividend was equivalent to just over 10.54 per cent. of the market capitalisation of the Company. The effect of the Share Consolidation will be to reduce the number of Ordinary Shares in issue by approximately the same percentage. The Share Consolidation is intended to maintain comparability of the Company’s share price before and after the payment of the Special Dividend and to maintain the position of participants under the Share Schemes. As all ordinary shareholdings in the Company will be consolidated, Shareholders’ percentage holdings in the issued share capital of the Company will (save in respect of fractional entitlements) remain unchanged. InterContinental Hotels Group PLC Registered in England Number 4551528 Registered Office: 67 Alma Road, Windsor Berkshire SL4 3HD 1 The Share Consolidation will replace every 28 Existing Ordinary Shares with 25 New Ordinary Shares. Fractional entitlements arising from the Share Consolidation will be aggregated and sold in the market on behalf of the relevant Shareholders. The proceeds of sale are expected to be sent to Shareholders on Friday 17 December 2004. The value of any Shareholder’s fractional entitlement will not exceed the value of one New Ordinary Share. For purely illustrative purposes, examples of the effects of the Special Dividend and the Share Consolidation in respect of certain holdings of Existing Ordinary Shares are set out below: Existing Ordinary Shares New Ordinary Shares Special Dividend 100 .............................................................................................. 89 £72 250 .............................................................................................. 223 £180 500 .............................................................................................. 446 £360 1000 ............................................................................................ 892 £720 These examples do not show fractional entitlements, the value of which will depend on the market value of the New Ordinary Shares at the time of sale, as detailed in Appendix I below. Following the Share Consolidation, the Company’s authorised ordinary share capital will comprise 8,928,571,428 New Ordinary Shares and, assuming no further shares are issued or repurchased between the date of this circular and the Share Consolidation becoming effective, the issued share capital will comprise 624,264,378 New Ordinary Shares. The New Ordinary Shares will have the same rights, including voting and dividend rights, as the Existing Ordinary Shares. Further details of the Special Dividend and Share Consolidation are included in
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