Change in listing arrangements
26 February 2013
DCC to change its listing arrangements and reporting currency
Listing Arrangements
As announced in DCC's Interim Management Statement on 6 February 2013, the Board has been reviewing the listing arrangements for DCC's shares.
In determining the most appropriate arrangements for the listing and index eligibility of DCC's shares, the Board has had regard to:
· the increasing internationalisation of DCC's operations, with a majority of DCC's revenue and profit now derived from the UK and development activity focused on the UK and Continental Europe, and the consequent reduction in the proportion of DCC's revenue and profit earned in Ireland;
· the evolution of DCC's shareholder base with a majority of its shares held by shareholders based in North America and the UK and a reduction in the proportion of shares held by investors in Ireland; and
· the potential benefits of DCC being included in the FTSE UK Index Series which the Board believes is likely over time to increase awareness of DCC among the international investor community.
Following the completion of its review (which included consultations with a wide range of large shareholders), the Board has determined that it is appropriate for DCC to seek admission to the FTSE UK Index Series. This will entail cancelling the listing of the Company's shares on the Irish Stock Exchange ("ISE") while maintaining the Premium Listing of DCC's shares on the Official List of the United Kingdom Listing Authority ("UKLA Official List"). The currency in which DCC's shares are traded on the London Stock Exchange will change from Euro to Sterling with effect from 1 March 2013.
Therefore, with effect from the close of business on 3 May 2013, DCC's listing on the Official List of the ISE will be cancelled pursuant to ISE Listing Rule 1.6 and the trading of DCC's shares on the Main Securities Market of the ISE will cease pursuant to paragraph 4.13 of the ISE Admission to Trading Rules ("the Cancellation"). The Cancellation is not subject to the approval of shareholders. Up until 3 May 2013, DCC's shares will continue to trade on the ISE in Euro. After this date, DCC's shares will be traded solely on the London Stock Exchange in Sterling.
The FTSE Nationality Committee, which determines eligibility for the FTSE UK Index Series, is scheduled to meet on 7 May 2013 in advance of the FTSE quarterly review on 12 June 2013. It is anticipated that, subject inter alia to the proposed changes to DCC's listing arrangements set out above having taken place and the independent deliberations of the FTSE committees, DCC would be included in the FTSE All-Share Index and the FTSE 250 from 24 June 2013.
DCC will continue to adhere to the principles of the UK Corporate Governance Code, pre-emption rights and the UK Takeover Code and will remain subject to all of the super-equivalent regulatory obligations consequent to its continued Premium Listing on the UKLA Official List. Accordingly, there will be no material effect on the shareholder rights and investor protections currently applicable to an investment in DCC.
These changes will not have any impact on the domicile or operations of DCC. The Company will remain incorporated, headquartered and tax resident in Ireland.
Reporting Currency
For some time, the majority of the Group's revenue and operating profit has been generated in the UK in Sterling. In the past, fluctuations in the Sterling / Euro exchange rate have given rise to differences between reported results and constant currency results.
Accordingly, the Board has determined that, with effect from the start of its next financial year on 1 April 2013, DCC will present its results in Sterling. The Board believes that this change will help to provide a clearer understanding of DCC's financial performance by more closely reflecting the profile of its operations. Given the current composition of the Group's activities, this change is expected to reduce the impact of currency movements on reported results.
DCC plans to release its preliminary results for the year ending 31 March 2013 on 14 May 2013. These results will be the last set of results which DCC will present in Euro. The preliminary results statement and the 2013 Annual Report will include, as an appendix, summary financial statements (including an income statement, balance sheet and cash flow statement) presented in Sterling for the year ending 31 March 2013, together with prior year comparatives. DCC's interim results for the six months to 30 September 2013 and subsequent results will be presented in Sterling only.
The Board intends that the final dividend for the year ending 31 March 2013 will be declared in Euro. Subsequent dividends will be declared in Sterling; however, DCC will continue to offer shareholders the option of receiving their dividends in either Sterling or Euro. DCC's share capital will remain denominated in Euro and existing share certificates will remain valid.
Tommy Breen, Chief Executive of DCC plc, said today:
"These changes to our listing arrangements, index eligibility and reporting currency are a natural progression for DCC given the internationalisation of DCC's operations and shareholder base over the last number of years. We also believe these changes will help increase awareness of DCC among the international investor community.
The changes will have no impact on the business operations of DCC and DCC will remain incorporated, headquartered and tax resident in Ireland."
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For Reference: Tommy Breen, Chief Executive Fergal O'Dwyer, Chief Financial Officer Stephen Casey, Investor Relations Manager
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UK and International Media: Lisa Kavanagh, Powerscourt Telephone: +44 207 250 1446
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Telephone: +353 1 2799400 Email: investorrelations@dcc.ie Web: www.dcc.ie
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Irish Media: Brian Bell, Wilson Hartnell Telephone: +353 1 669 0030 |
About DCC plc
DCC plc is a sales, marketing, distribution and business support services group headquartered in Dublin with operations in Britain, Continental Europe and Ireland. DCC has five divisions - DCC Energy, DCC SerCom (IT, communications and home entertainment products), DCC Healthcare, DCC Environmental and DCC Food & Beverage. In its last financial year ended 31 March 2012, DCC generated revenue of €10.7 billion and operating profit of €185 million. The Group currently employs approximately 9,500 people. DCC's three largest divisions (DCC Energy, DCC SerCom and DCC Healthcare) contributed 87% of DCC's operating profit in the year ended 31 March 2012.
DCC's strategy is to build a growing, sustainable and cash generative business which consistently provides returns on total capital employed significantly ahead of its cost of capital. It concentrates on those activities where it has established, or has the opportunity to establish, leadership positions (i.e. typically number 1 or 2) in its chosen markets. DCC has a very strong track record of profit growth and has grown its dividend every year since it listed its shares in 1994 (with an 18 year compound annual dividend growth rate of 14.9%). DCC's strong balance sheet and cashflow generation enable it to grow its business and expand its geographic footprint both organically and through acquisition.
DCC Energy is the leading oil and LPG sales, marketing and distribution business in Britain and Ireland and also has leadership positions in Austria, Denmark, the Netherlands, Norway and Sweden. On a pro forma basis, DCC sells approximately 11 billion litres of fuel per annum to approximately one million commercial and domestic customers.
DCC SerCom is one of the leading IT, communications and home entertainment products distributors in Europe with annual sales in excess of €2 billion and market leading positions in Britain, Ireland and France. DCC partners with leading global vendors such as Acer, Lenovo, Microsoft, Nokia and Samsung, providing a full service route to market and selling to a broad range of customers including retailers, e-tailers and computer resellers.
DCC Healthcare is active in the sales, marketing and distribution of pharmaceutical and medical products to hospitals and pharmacies in Britain and Ireland and, following completion of the Kent Pharma acquisition, will be a leading player in the generic pharmaceutical market in Britain. DCC Healthcare is also active in the provision of outsourced product development, manufacturing and other services to international health & beauty brand owners.
DCC Environmental is a leading provider of recycling, waste management and resource recovery services to the industrial, commercial, construction and public sectors in Britain and Ireland. DCC Food & Beverage is principally focused on the distribution of food and beverage products in Ireland.
For more information go to www.dcc.ie.
This information is provided by RNS
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