Financial Express (Holdings) Limited (“we”, “our”, “us” and derivatives) are committed to protecting and respecting your privacy. This Privacy Policy, together with our Terms of Use, sets out the basis on which any personal data that we collect from you, or that you provide to us, will be processed by us relating to your use of any of the below websites (“sites”).

  • FEAnalytics.com
  • FEInvest.net
  • FETransmission.com
  • Investegate.co.uk
  • Trustnet.hk
  • Trustnetoffshore.com
  • Trustnetmiddleeast.com

For the purposes of the Data Protection Act 1998, the data controller is Trustnet Limited of 2nd Floor, Golden House, 30 Great Pulteney Street, London, W1F 9NN. Our nominated representative for the purpose of this Act is Kirsty Witter.

WHAT INFORMATION DO WE COLLECT ABOUT YOU?

We collect information about you when you register with us or use any of our websites / services. Part of the registration process may include entering personal details & details of your investments.

We may collect information about your computer, including where available your operating system, browser version, domain name and IP address and details of the website that you came from, in order to improve this site.

You confirm that all information you supply is accurate.

COOKIES

In order to provide personalised services to and analyse site traffic, we may use a cookie file which is stored on your browser or the hard drive of your computer. Some of the cookies we use are essential for the sites to operate and may be used to deliver you different content, depending on the type of investor you are.

You can block cookies by activating the setting on your browser which allows you to refuse the setting of all or some cookies. However, if you use your browser settings to block all cookies (including essential cookies) you may not be able to access all or part of our sites. Unless you have adjusted your browser setting so that it will refuse cookies, our system will issue cookies as soon as you visit our sites.

HOW WE USE INFORMATION

We store and use information you provide as follows:

  • to present content effectively;
  • to provide you with information, products or services that you request from us or which may interest you, tailored to your specific interests, where you have consented to be contacted for such purposes;
  • to carry out our obligations arising from any contracts between you and us;
  • to enable you to participate in interactive features of our service, when you choose to do so;
  • to notify you about changes to our service;
  • to improve our content by tracking group information that describes the habits, usage, patterns and demographics of our customers.

We may also send you emails to provide information and keep you up to date with developments on our sites. It is our policy to have instructions on how to unsubscribe so that you will not receive any future e-mails. You can change your e-mail address at any time.

In order to provide support on the usage of our tools, our support team need access to all information provided in relation to the tool.

We will not disclose your name, email address or postal address or any data that could identify you to any third party without first receiving your permission.

However, you agree that we may disclose to any regulatory authority to which we are subject and to any investment exchange on which we may deal or to its related clearing house (or to investigators, inspectors or agents appointed by them), or to any person empowered to require such information by or under any legal enactment, any information they may request or require relating to you, or if relevant, any of your clients.

You agree that we may pass on information obtained under Money Laundering legislation as we consider necessary to comply with reporting requirements under such legislation.

ACCESS TO YOUR INFORMATION AND CORRECTION

We want to ensure that the personal information we hold about you is accurate and up to date. You may ask us to correct or remove information that is inaccurate.

You have the right under data protection legislation to access information held about you. If you wish to receive a copy of any personal information we hold, please write to us at 3rd Floor, Hollywood House, Church Street East, Woking, GU21 6HJ. Any access request may be subject to a fee of £10 to meet our costs in providing you with details of the information we hold about you.

WHERE WE STORE YOUR PERSONAL DATA

The data that we collect from you may be transferred to, and stored at, a destination outside the European Economic Area (“EEA”). It may be processed by staff operating outside the EEA who work for us or for one of our suppliers. Such staff may be engaged in, amongst other things, the provision of support services. By submitting your personal data, you agree to this transfer, storing and processing. We will take all steps reasonably necessary, including the use of encryption, to ensure that your data is treated securely and in accordance with this privacy policy.

Unfortunately, the transmission of information via the internet is not completely secure. Although we will do our best to protect your personal data, we cannot guarantee the security of your data transmitted to our sites; any transmission is at your own risk. You will not hold us responsible for any breach of security unless we have been negligent or in wilful default.

CHANGES TO OUR PRIVACY POLICY

Any changes we make to our privacy policy in the future will be posted on this page and, where appropriate, notified to you by e-mail.

OTHER WEBSITES

Our sites contain links to other websites. If you follow a link to any of these websites, please note that these websites have their own privacy policies and that we do not accept any responsibility or liability for these policies. Please check these policies before you submit any personal data to these websites.

CONTACT

If you want more information or have any questions or comments relating to our privacy policy please email publishing@financialexpress.net in the first instance.

 Information  X 
Enter a valid email address

Scottish Power PLC (SPW)

  Print      Mail a friend

Friday 31 March, 2006

Scottish Power PLC

SPW Circular Posted

Scottish Power PLC
31 March 2006


        Return of cash to shareholders - circular posted to shareholders

Scottish Power plc ("ScottishPower") announces that it has commenced posting a
circular to shareholders and has convened an extraordinary general meeting for 4
May 2006 to obtain shareholder approval for the proposed return of £2.25 billion
of cash to shareholders following the completion of the sale of PacifiCorp, its
US regulated business, to MidAmerican Energy Holdings Company.

The Board of ScottishPower unanimously recommends the return of cash as being in
the best interests of shareholders as a whole.

Highlights of the return of cash

   • Shareholders to receive approximately £1.20 per existing ordinary share*

   • To be implemented by way of a B Share scheme to provide UK tax resident
     shareholders with flexibility to elect to receive cash in the form of a
     capital payment or in the form of dividend income, or a combination of the
     two

   • A share consolidation to reflect the return of cash will aim to maintain
     comparability of share price, earnings per share and dividends per share

   • Each shareholder's holding will represent the same proportion of
     ScottishPower's issued ordinary share capital as it did prior to the return
     of cash (subject to fractional entitlements)

   • Cheques are expected to be despatched to shareholders and CREST accounts
     credited on Monday 5 June


Details of the return of cash

Subject to shareholder approval by way of special resolution, one in every three
ordinary shares held by each shareholder will be reclassified into a B Share,
and shareholders will be able to elect between the following alternatives in
respect of those B Shares:

   • Single B Share dividend: to receive a single dividend of £3.60 per B
     Share for some or all of their B Shares (the "Single B Share Dividend").
     Following this, the B Shares for which a shareholder has chosen to receive
     the single dividend payment will automatically be converted into deferred
     shares, which will have negligible value. In the case of UK resident
     individual shareholders, the dividend should be treated as income for UK tax
     purposes.

   • Initial repurchase offer: to sell some or all of their B Shares to UBS
     and/or Morgan Stanley, as agent for ScottishPower, for £3.60 per B Share,
     free of all dealing expenses and commissions (the "Initial Repurchase
     Offer"). In the case of UK resident individual shareholders, the proceeds of
     such a repurchase should generally be treated as capital for UK tax
     purposes.

   • Future repurchase offers: to retain some or all of their B Shares and
     have the opportunity to sell them on certain future dates to UBS and/or
     Morgan Stanley, as agent for ScottishPower, for £3.60 per B Share, free of
     all dealing expenses and commissions. In the case of UK resident individual
     shareholders, the proceeds of a repurchase of B Shares in the future should
     generally be treated as capital for UK tax purposes as based on current UK
     law and practice.

* The actual value returned per share may vary as a result of the treatment of
fractions


The circular and election form in respect of these alternatives are being sent
to shareholders. Shareholders who do not elect for any of the alternatives will
receive the Single B Share Dividend on all of their B Shares held on the B Share
record date.

In conjunction with the return of cash, a capital reorganisation will be
undertaken. Existing ordinary shares will be subdivided and consolidated so that
shareholders will receive 1.1905 new ordinary shares for every existing ordinary
share remaining after the creation of the B Shares. The intention is that,
subject to market movements, the share price of one new ordinary share
immediately after listing of the new ordinary shares should be approximately
equal to the share price of one existing ordinary share immediately beforehand.
The ratio used for the capital reorganisation has been set by reference to the
closing price of 586.5 pence per existing ordinary share on 30 March 2006 (being
the latest practicable date prior to the posting of documents to shareholders
from 31 March 2006).

New ordinary shares will be traded on the London Stock Exchange in the same way
as existing ordinary shares and will be equivalent to the existing ordinary
shares in all material respects, including their dividend, voting and other
rights. The effect of the consolidation will be to reduce the number of issued
ordinary shares to reflect the return of £3.60 per B Share to shareholders, but
shareholders will own the same proportion of ScottishPower's issued share
capital as they did previously, subject to fractional entitlements.

A number of changes to the articles of association of the Company are required
in order to implement the return of cash.

Full details of the return of cash and associated capital reorganisation are
contained in the circular.

A separate memorandum providing details of the return of cash will be sent to
holders of ScottishPower American Depositary Shares ("ADSs") giving details of
the impact of the return of cash on their ADS holdings in ScottishPower. In
connection with the return of cash to holders of ADSs the Company will undertake
a tender offer for the B Shares pursuant to the United States Securities
Exchange Act of 1934 (as amended).


Share schemes

Letters are being sent to participants in the ScottishPower share schemes to
explain the impact of the return of cash on their participation in the schemes.


Convertible Bonds

In relation to the US$700,000,000 4% step-up perpetual subordinated convertible
bonds (the "Convertible Bonds") issued by ScottishPower Finance (Jersey) Limited
and guaranteed by ScottishPower, the exchange price (which is currently £4.60)
at which the Convertible Bonds may be converted into ordinary shares may be
adjusted as a result of the return of cash. However, based on the market value
of the ordinary shares as at 30 March 2006 and the details of the capital
reorganisation, the Company does not currently expect that the amount of any
adjustment to the exchange price will be significant. The exact amount of any
adjustment to the Exchange Price will be determined with reference to the share
price on 12 May 2006, being the record date for the return of cash.


Pensions

In connection with the return of cash to shareholders, ScottishPower has reached
agreement with the trustees of the ScottishPower Pension Scheme, the
ScottishPower Group Final Salary Lifeplan and the Manweb Group Section of the
Electricity Supply Pension Scheme to make special contributions to each scheme
in order to fund the FRS17 deficit (as at 31 December 2005) in respect of each
scheme over a period of up to five years.

ScottishPower has made an aggregate lump sum contribution of £28 million during
March 2006 into the relevant schemes. On completion of the return of cash to
shareholders, an aggregate lump sum contribution of £100 million will be made to
the relevant schemes and four further aggregate annual payments of £13.2 million
will be made to the relevant schemes commencing on 31 March 2007, subject to an
FRS17 deficit continuing in those schemes at each due payment date.

ScottishPower has received a clearance statement from the Pensions Regulator
that it would not be reasonable to impose liability for a contribution notice on
the applicants to the clearance application in respect of the proposed return of
cash.


Expected timetable of principal events

An extraordinary general meeting ("EGM") has been convened for 10.30 am on
Thursday 4 May 2006 at the Holiday Inn Glasgow City-West, Bothwell Street,
Glasgow G2 7EN, to seek shareholder approval for the return of cash to
shareholders.


                                                                            2006
________________________________________________________________________________
Latest time and date for receipt of Form of Proxy for EGM            10.30 am on
                                                                   Tuesday 2 May
________________________________________________________________________________
EGM                                                                  10.30 am on
                                                                  Thursday 4 May
________________________________________________________________________________
Latest time and date for dealings in existing ordinary shares         4.30 pm on
                                                                   Friday 12 May
________________________________________________________________________________
Record date for the capital reorganisation. Existing ordinary     6 pm on Friday
share register closed and existing ordinary shares disabled in            12 May
CREST   
________________________________________________________________________________
New ordinary shares and B Shares admitted to the Official List    8 am on Monday
and admitted to trading on the London Stock Exchange's main               15 May
market for listed securities                                     
________________________________________________________________________________
Commencement of dealings in the new ordinary shares and B Shares  8 am on Monday
and enablement in CREST. New ordinary shares and B Shares                 15 May
entered into CREST                                               
________________________________________________________________________________
Latest time for receipt of election forms and TTE instructions        4.30 pm on
from CREST holders in relation to the B Share alternatives         Friday 19 May
________________________________________________________________________________
B Share record date                                               6 pm on Friday
                                                                          19 May
________________________________________________________________________________
Single B Share Dividend declared and B Shares in respect of        Monday 22 May
which the Single B Share Dividend is payable convert into        
deferred shares
________________________________________________________________________________
ScottishPower acquires B Shares under the Initial Repurchase       Monday 22 May
Offer made by means of an announcement on the Regulatory News    
Service of the London Stock Exchange
________________________________________________________________________________
Despatch of new ordinary share certificates, retained B Share      Monday 5 June
certificates, sale advices, cheques in respect of the Single B
Share Dividend and/or B Shares purchased under the Initial
Repurchase Offer as appropriate and cheques for fractional
entitlements, and CREST accounts credited with the proceeds




In the United States, ScottishPower will file a Tender Offer Statement
containing the circular, the US supplemental memorandum, the election forms for
shareholders and ADS holders and other related documentation with the Securities
and Exchange Commission (the "SEC") on Schedule TO. Free copies of the Schedule
TO and the other related documents to be filed by ScottishPower in connection
with the B Share alternatives will be available from the date the circular and
other related documentation are mailed to ADS holders and shareholders in the US
on the SEC's website at http://www.sec.gov and ScottishPower's website at
www.scottishpower.com.


For further information:

Jennifer Lawton       Director, Investor Relations            0141 636 4527
David Ross Group      Investor Relations Manager              0141 566 4853
Colin McSeveny        Director, Media Relations               0141 636 4515
Philip Shelley        UBS Limited                             020 7567 8000
Alisdair Gayne        Morgan Stanley & Co. Limited            020 7425 8000

UBS Limited is acting jointly with Morgan Stanley & Co. Limited for
ScottishPower and no-one else in connection with the return of £2.25 billion of
cash to shareholders and will not be responsible to anyone other than
ScottishPower for providing the protections afforded to clients of UBS Limited
or for providing advice in relation to the return of £2.25 billion of cash to
shareholders.

Morgan Stanley & Co. Limited is acting jointly with UBS Limited for
ScottishPower and no-one else in connection with the return of £2.25 billion of
cash to shareholders and will not be responsible to anyone other than
ScottishPower for providing the protections afforded to clients of Morgan
Stanley & Co. Limited or for providing advice in relation to the return of £2.25
billion of cash to shareholders.

--------------------------




                      This information is provided by RNS
            The company news service from the London Stock Exchange