Ferguson PLC Announces Publication of Circular and Notice of Meeting
Ferguson plc announced on February 8, 2022, the publication of a Circular and Notice of General Meeting, set for March 10, 2022, regarding its proposal to relocate its primary listing to the US. The transition will involve changing the listing category on the London Stock Exchange from a premium to a standard listing. Subject to shareholder approval, the transfer is anticipated on May 12, 2022. This relocation supports Ferguson's strategy as its operations focus entirely on North America. Further details are available on their website.
- Proposed transfer of primary listing to the US aligns with Ferguson's North America-focused strategy.
- Previous shareholder support was strong with over 99% voting for the US listing in 2021.
- Potential volatility in share price and shareholder base associated with the primary listing relocation.
- Uncertainties affecting the proposed transfer due to economic conditions and the COVID-19 pandemic.
WOKINGHAM, UK / ACCESSWIRE / February 8, 2022 / On January 13, 2022 Ferguson plc announced that it expected to hold a shareholder vote on or about March 10, 2022 to enable a primary US listing in line with the previously announced timeline.
Today, the Company has published a Circular and Notice of General Meeting (the "Circular") outlining further details of the proposed relocation of the Company's primary listing to the US, which will be achieved by the transfer of its listing category from a premium listing to a standard listing on the London Stock Exchange. The documents also contain the necessary shareholder resolution to be considered at the General Meeting.
A copy of the Circular is available on Ferguson's website within the Shareholder Center pages of the Investors & Media section at https://www.fergusonplc.com/en/investors-and-media/shareholder-center/agm.html and will also be submitted to the National Storage Mechanism at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
The Circular will be distributed to shareholders together with a form of proxy for the General Meeting which will be held on Thursday, March 10, 2022 at Freshfields Bruckhaus Deringer, 100 Bishopsgate, London, EC2P 2SR, United Kingdom. The General Meeting is currently intended to be held as a normal physical meeting. Shareholders will be notified of any changes to the General Meeting arrangements via the Company's website and an RNS announcement should this be required due to any new regulations or public health guidance relating to the COVID-19 pandemic.
Subject to the passing of the Resolution and in compliance with the notice period set out in Listing Rule 5.4A.6R(3), it is anticipated that the date of the Proposed Transfer will be May 12, 2022.
Unless stated otherwise, capitalised terms used in this announcement shall have the same meanings as in the Circular. For background information on the listing changes, please see the below "Notes to editors" section of this announcement.
For further information please contact
Ferguson plc | ||
Geoff Drabble, Chairman | Tel: | +44 (0) 1189 273800 |
Brian Lantz, Vice President IR and Communications | Mobile: | +1 224 285 2410 |
Pete Kennedy, Director of Investor Relations | Mobile: | +1 757 603 0111 |
Media Enquiries | ||
Mike Ward, Head of Corporate Communications | Mobile: | +44 (0) 7894 417060 |
Nina Coad, David Litterick (Brunswick) | Tel: | +44 (0) 20 7404 5959 |
Jonathan Doorley (Brunswick) | Tel: | +1 917 459 0419 |
Notes to editors
Listing changes
Ferguson's operations are now 100 percent focused on North America and the Board continues to believe the US is the natural long-term listing location for the Company. As previously announced, after extensive shareholder consultation, the Company set out a two-step process to achieve an orderly and equitable path to achieving this aim. The first step has been achieved, with the additional US listing of ordinary shares becoming effective on the New York Stock Exchange on March 8, 2021, having been supported by over
About Ferguson plc
Ferguson is a
Cautionary note regarding forward-looking statements
Certain information in this announcement is forward-looking within the meaning of the United States Private Securities Litigation Reform Act of 1995, and involves risks, assumptions and uncertainties that could cause actual results to differ materially from those expressed or implied by forward-looking statements. Forward-looking statements cover all matters which are not historical facts and speak only as of the date on which they are made. Forward-looking statements can be identified by the use of forward-looking terminology such as "anticipate," "will," "expect," "intend," or other variations or comparable terminology. Forward-looking statements include, among others, statements regarding the Company's intentions with regard to the proposed relocation of the Company's primary listing to the US, which will be achieved by the transfer of its listing category from a premium listing to a standard listing on the London Stock Exchange. Many factors could cause actual results to differ materially from those in such forward-looking statements, including, but not limited to: risks associated with our intention to relocate our primary listing to the US and any volatility in our share price and shareholder base in connection therewith; weakness in the economy, market trends, uncertainty and other conditions in the markets in which we operate, and other factors beyond our control; adverse impacts caused by the COVID-19 pandemic (or related variants) or by any current or future vaccination and/or testing mandates; unsuccessful execution of our operational strategies; and the risks set forth in our Form 20-F filed with the Securities and Exchange Commission on September 28, 2021, under the heading "Risk Factors." Forward-looking statements regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. Other than in accordance with our legal or regulatory obligations we undertake no obligation to update publicly or revise any forward-looking statement, 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.
SOURCE: Ferguson plc
View source version on accesswire.com:
https://www.accesswire.com/687826/Ferguson-PLC-Announces-Publication-of-Circular-and-Notice-of-Meeting
FAQ
What is Ferguson's primary listing proposal in 2022?
When will the shareholder vote on Ferguson's listing change take place?
What date is the proposed transfer for Ferguson's primary listing expected?
What percentage of shareholders supported Ferguson's US listing in 2021?
How does Ferguson's listing change align with its business strategy?
