SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
For the month of March, 2010
PRUDENTIAL PUBLIC LIMITED COMPANY
(Translation of registrant's name into English)
LAURENCE POUNTNEY HILL,
LONDON, EC4R 0HH, ENGLAND
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F.
Form 20-F X Form 40-F
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes No X
If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): 82-
Enclosures: Prudential plc: Acquisition of AIA Pt2
US$m | FY 2008 (Unaudited) | FY 2009 (Unaudited) |
Total Weighted Premium Income(1) | 12,203 | 11,632 |
Investment income(2) | 3,144 | 3,059 |
Operating expenses | 1,089 | 981 |
Operating profit | 1,943 | 1,835 |
Operating profit after tax(3) | 1,588 | 1,438 |
Net profit attributable to the shareholders of AIA Group Limited (3) | 408 | 1,754 |
Ratios: (4) | ||
Expense ratio | 8.9% | 8.4% |
Operating margin | 15.9% | 15.8% |
Operating return on allocated equity | 15.1% | 12.0% |
Net return on equity | 3.7% | 14.7% |
Event | Timing |
Publication of the Prospectuses and Circular | April / May |
Prudential Shareholder meetings to approve Rights Issue and the Transaction | May |
Rights Issue trading period commences | May |
Rights Issue trading period ends | Early June |
Regulatory approval and acquisition closes, with proceeds and vendor consideration released to AIG. Prudential delisted and New Prudential listed and admitted to trading on the London Stock Exchange | Third Quarter 2010 (estimated) |
Prudential Investors: Matt Lilley Media: James Matthews Media: Ed Brewster | Tel: +44 (0) 20 7548 2007 +44 (0) 20 7548 3719 +44 (0) 20 7548 3918 |
Admission | admission of the New Ordinary Shares, nil paid, to the Official List and to trading on the main market for listed securities of the London Stock Exchange |
ADRs | American Depository Receipts evidencing Ordinary Shares of Prudential |
AIA | AIA Group Limited (Hong Kong) |
AIG | American International Group Inc. |
AIG Events | the events involving AIG described in the section "History - The Growth of the Global Group which Became AIG" in Appendix IV |
Board of Prudential | the board of directors of Prudential |
Board of New Prudential | the board of directors of New Prudential |
Circular | the circular to be sent to shareholders of the Company in connection with the Scheme and the Rights Issue; |
Combined Group | the Company together with its subsidiaries and subsidiary undertakings, as enlarged by the Transaction |
Company or Prudential | Prudential plc |
Completion | Completion of the Transaction |
Court | The High Court of Justice in England and Wales |
Court Meeting | the Court meeting of those Prudential Shareholders covered by the Scheme convened to approve the Scheme in accordance with section 896 of the Companies Act 2006, expected to be held immediately before the General Meeting; |
Credit Suisse | Credit Suisse Securities (Europe) Limited |
Excluded Territory | Canada, Australia, New Zealand, Japan, India or South Africa or any other jurisdiction where the extension or availability of the Rights Issue would breach any applicable law |
General Meeting | the general meeting of the Company to be convened pursuant to the notice to be set out at the end of the Circular |
FRBNY | The Federal Reserve Bank of New York |
FSMA | Financial Services and Markets Act 2000 (as amended) |
Fully Paid Rights | rights to acquire New Ordinary Shares, fully paid |
Group | the Company together with its subsidiaries and subsidiary undertakings, from time to time |
Hong Kong Stock Exchange | Hong Kong Stock Exchanges and Clearing Limited |
HSBC | HSBC Bank plc |
Joint Bookrunners | Credit Suisse, HSBC and J.P. Morgan Cazenove |
J.P. Morgan Cazenove | J.P. Morgan Cazenove is a marketing name for the UK investment banking business of J.P. Morgan plc and its affiliates |
Listing Rules | the listing rules of the Financial Services Authority |
London Stock Exchange | London Stock Exchange plc |
MCS | the mandatory convertible securities to be issued as part of the consideration of the transaction |
New Ordinary Shares | the ordinary shares in the capital of Prudential to be issued pursuant to the Rights Issue |
New York Stock Exchange | NYSE Euronext |
New Prudential | means a company formed for the purpose of effecting the Transaction |
New Prudential ADRs | American Depository Receipts evidencing Ordinary Shares of New Prudential |
New Prudential Shares | means ordinary shares in the capital of New Prudential |
Nil Paid Rights | rights to acquire New Ordinary Shares nil paid |
Official List | the official list of the Financial Service Authority |
Ordinary Shares | existing Ordinary Shares in the capital of Prudential and/or New Ordinary Shares, as the context requires |
Preferred Securities | the preferred securities to be issued |
Prudential Shareholders | holders of Ordinary Shares of Prudential plc |
Prospectuses | the prospectuses to be sent to Prudential Shareholders in connection with the Rights Issue and Admission |
Qualifying Shareholders | holders of Ordinary Shares on the register of members of the Company on the Record Date |
Record Date | the record date for the Rights Issue, to be specified in the Prospectus |
Rights Issue | the proposed offer by way of rights to Qualifying Shareholders to acquire New Ordinary Shares, on the terms and conditions to be set out in the Prospectus |
Scheme | the scheme of arrangement between Prudential and its shareholders proposed under Part 26 of the Companies Act 2006, by means of which New Prudential is expected to become the new holding company of Prudential; |
Securities Act | U.S. Securities Act of 1933, as amended |
Share Purchase Agreement | the conditional share purchase agreement dated 1 March 2010 between the Company, New Prudential, AIG and AIA Aurora LLC |
Transaction | the proposed acquisition of the entire issued share capital of AIA pursuant to the Share Purchase Agreement |
UK Listing Authority | the Financial Services Authority of the UK in its capacity as the competent authority for the purposes of Part IV of FSMA and in the exercise of its functions in respect of admission to the Official List otherwise than in accordance with Part IV of FSMA |
Underwriters | Credit Suisse, HSBC and J.P. Morgan Cazenove |
United Kingdom or UK | means the United Kingdom of Great Britain and Northern Ireland |
US | means the United States of America |
Risks relating to the Prudential Group and Combined Group
Risks relating to the Transaction
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date 01 March, 2010
PRUDENTIAL PUBLIC LIMITED COMPANY | |
By: /s/ | |
Name Susan Henderson | |
Title Deputy Group Secretary |