Elective special dividend

Caledonia Investments PLC 17 March 2006 Caledonia Investments plc ('Caledonia') Proposals for a return of funds to ordinary shareholders Caledonia announces that it intends to propose a return of funds to shareholders of up to approximately £125 million. The proposed return of funds by Caledonia is expected to be implemented by way of an elective special dividend and capital reduction. Under the proposal, Caledonia shareholders will be offered the opportunity to receive a special dividend on a proportion of their ordinary shareholdings. Shares on which a shareholder elects to receive the special dividend will be cancelled for no consideration pursuant to a Court approved reduction of capital. The special dividend per share will be set at a level which will take into account the net asset value per Caledonia share and the prevailing market price at the time that full details are announced and will be calculated at a date shortly after the closing date for receipt of elections from shareholders. Under the terms of the elective special dividend, it is proposed that shareholders will be given the following options: • to elect to receive the special dividend on up to their pro rata entitlements; and • to elect to receive the special dividend on greater than their pro rata entitlements, with such elections only being accepted to the extent that other shareholders choose not to participate (the 'over election option'); or • to elect to receive the special dividend on such number of shares as will maintain their proportionate interest in Caledonia prior to the return of funds, in the event that the elections to receive the special dividend, after taking into account the over election option, are not fully subscribed. There will be no obligation on shareholders to elect to participate in the return of funds. Shareholders will want to consider both the level of the elective special dividend, the NAV per share at the time that elections are made, any potential increase in net asset value per share which would result from the return of funds and Caledonia's investment strategy. Shareholders should also consider their individual circumstances, including their tax positions. The Board of Caledonia understands that, if the proposed return of funds is implemented, The Cayzer Trust Company Ltd, which owns 33.3% of Caledonia's issued ordinary share capital, is likely to elect to receive a special dividend which, after taking into account the elections of other shareholders, will maintain its current percentage shareholding. The elective special dividend will be financed from Caledonia's internal cash resources, which at 28 February 2006 were approximately £142 million. The payment of the elective special dividend will be conditional upon, inter alia, the approval of ordinary shareholders and the consent of the Court. Caledonia expects to announce full details of the elective special dividend and post a circular to shareholders at the same time that it announces its preliminary results for the year ended 31 March 2006, which will be around the end of May 2006. Subject to the necessary consents being received, the special dividend is planned to be paid in July 2006. Tim Ingram, Chief Executive of Caledonia, comments: 'Given our significant cash position, we believe it is in shareholders' interests to give them the option, if they so wish, to have cash returned to them. Cash that remains in Caledonia will be invested in line with our continuing long term business strategy, which has produced strong performance for our shareholders.' 17 March 2006 ENQUIRIES: Caledonia Tim Ingram, Chief Executive Tel: +44 (0)20 7802 8080 Jonathan Cartwright, Finance Director College Hill Tony Friend Tel: +44 (0)20 7457 2020 Richard Pearson This information is provided by RNS The company news service from the London Stock Exchange
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