Form 6-K PRUDENTIAL PLC For: Sep 20
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 September, 2021
PRUDENTIAL PUBLIC LIMITED COMPANY
(Translation of registrant's name into English)
1 Angel Court, London,
England, EC2R 7AG
(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-
Publication of the Prudential plc Hong Kong Public Offer
Prospectus
Further to the announcement made on 18 September 2021 in the UK
(and 19 September 2021 in Hong Kong) in relation to its concurrent
Hong Kong public offer and international placing, Prudential plc
has today published a prospectus for the Public Offer which is
available on the Hong Kong Stock Exchange website at
www.hkexnews.hk
and Prudential’s website
at www.prudentialplc.com.
Unless otherwise defined in this announcement, capitalised terms
shall have the same meanings as those defined in the
Prospectus.
The concurrent Hong Kong public offer (the “Public
Offer”) and international placing (the
“Placing”), together being the Share Offer, is expected
to raise up to 5 per cent. of Prudential’s issued
share capital1, or
up to approximately 130.8 million shares, on the Main Board of the
Stock Exchange of Hong Kong. The Public Offer, which consists of an
initial offer of approximately 6.5 million shares but may be
upsized to approximately 32.7 million shares, is only available to
Hong Kong residents, and includes a preferential offer to eligible
employees and agents of up to approximately 1.3 million
shares.
Applications for the Public Offer Shares will commence on Monday,
20 September 2021. The Public Offer Price and the Placing Offer
Price are expected to be determined on or around Saturday, 25
September 2021. The Public Offer Price will be subject to a maximum
Public Offer Price of HK$172 per Public Offer Share.
The application results will be announced on Thursday, 30 September
2021. Dealings in new shares are expected to commence on the Main
Board of the Stock Exchange of Hong Kong at 9:00 am Hong
Kong time on Monday, 4 October 2021. The shares will be traded in board lots
of 50 shares each.
The
Public Offer has been underwritten by Citi, Goldman Sachs, CLSA
Limited and HSBC as Joint Global Coordinators and Joint
Bookrunners. BofA Securities, Credit Suisse, UBS and UOB Kay Hian
are also acting as Joint Bookrunners. Rothschild & Co is acting
as Financial Adviser.2
Subject to the granting of listing of, and permission to deal in,
the Offer Shares on the Main Board of the Hong Kong Stock Exchange,
the Offer Shares will be accepted as eligible securities by HKSCC
for deposit, clearance and settlement in CCASS with effect from the
commencement date of dealings in the Offer Shares or such other
date as determined by HKSCC. Settlement of transactions between
participants of the Hong Kong Stock Exchange on any trading day is required to take place in
CCASS on the second trading day thereafter. All activities under
CCASS are subject to the General Rules of CCASS and CCASS
Operational Procedures in effect from time to time. All necessary
arrangements have been made to enable the Offer Shares to be
admitted into CCASS.
Applications by qualifying Hong Kong residents for Public Offer
Shares should be made through the designated eIPO website using the
following URL www.eipo.com.hk
.
1 Total issued ordinary share capital as at 1 April
2021.
2 Marketing names are
used in this paragraph.
Business and financial prospects of
the Group3
The Group delivered a resilient performance in the
first half of 2021 against a backdrop of continuing economic and
social challenges due to Covid-19 and the resulting continuing
volatility in consumer activity. The quality of execution in the
Group's chosen markets saw growth in new business sales in the
first six months of 2021 (on an APE basis) in Asia and Africa of 17
per cent4 compared
to the same period in 2020 and Asia's IFRS operating earnings
remained resilient, driven by the compounding nature of regular
premium income and the focus on health and protection led insurance
margin income. Year to date new business sales performance
continues to grow at a double-digit rate, including in markets such
as China, Singapore and Malaysia.
Prudential expects vaccination programmes being rolled out during
2021 and 2022 to facilitate a gradual return to more normal
economic patterns, although the pace of these programmes and their
effect are likely to vary substantially and give a degree of
uncertainty over the economy, and therefore the performance of the
business of the Group in the short-term. Significant Covid-19
related restrictions continue in many markets including Indonesia,
Malaysia, Thailand, Vietnam and the Philippines the impacts of
which are likely to extend at least into the fourth quarter of
2021. There is also continuing uncertainty over the extent and the
timing of the re-opening of the border between Hong Kong and
Mainland China and we expect that it will remain closed at least
for the rest of this year. However, the Prudential Board is
confident that the demand for products offered by the Group will
continue to grow in line with the structural growth in its chosen
markets, and that its expanded offering and increasingly
digitalised distribution platforms are well placed to meet this
demand.
3 Comparisons are to the first
six months of the prior year unless otherwise stated and
year-on-year percentage changes are provided on a constant exchange
rate basis unless otherwise stated.
4
On a constant exchange rate basis, 21
per cent on an actual exchange rate basis.
Competitive advantages
The
Group is well positioned to meet the growing health, protection and
long-term savings needs of its customers in the geographies in
which it operates. It has leading positions in Hong Kong and
South-east Asia, and sees the greatest growth opportunities in the
largest economies of China, India, Indonesia and
Thailand.
Prudential's nationwide footprint of 20 branches covering 99 cities
in Mainland China provides access to 83 per cent of Mainland
China's GDP and 85 per cent of its gross written premium.
Prudential is a top-three provider of life insurance in India and
the market leader in the overall life insurance market and the
sharia-compliant market in Indonesia, which has the largest Muslim
population of any country. In Thailand, the Group is focused on
delivering the strategic benefits of recent investments and intends
to upscale its position significantly. Eastspring, its pan-Asian
asset manager, has top-10 positions in seven out of the 11 markets
in which it operates.
Prudential has a multi-channel and integrated distribution strategy
which can adapt and respond flexibly depending on local market
conditions. The Group's distribution network includes its agency
force of around 560,000 agents, its bancassurance partnerships
which give it access to around 28,000 bank outlets and Pulse, a
digital mobile application designed by the Group. The Group's
aspiration is for Pulse to act both as a complementary tool for
sourcing and managing new business to enhance customer experience
and as a future platform for the business, with scope for
delivering future operational efficiency.
Mike Wells, Group Chief Executive of Prudential, said: "Prudential
is now entirely focused on long-term structural growth
opportunities in Asia and Africa. The Share Offer will
maintain and enhance Prudential's
financial flexibility in light of the breadth of opportunities to
invest for growth.
We will continue to build on Prudential's leading positions in Hong
Kong and South-east Asia, and see the greatest growth opportunities
in the largest economies of China, India, Indonesia and Thailand.
We continue to invest in our people and systems to ensure that we
have the resources to deliver on our long-term growth strategy, and
to develop the capacity to serve 50 million customers by 2025. If
we successfully execute our strategy, we expect it will result in
the long-term delivery of future shareholder returns through value
appreciation, with a focus on achieving long-term double-digit
growth in embedded value per share.
As we undertake the next stage of Prudential's development, we
strive to deliver profitable growth in a socially responsible way,
digitise our products and services, and humanise our company and
advice channels."
Notes to Editors
Enquiries:
Media
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Investors/Analysts
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Addy Frederick
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+44 (0)20 3977 9399
|
Patrick Bowes
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+44 (0)20 3977 9702
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Ping Ping Tan
|
+65 9654 8954
|
William Elderkin
|
+44 (0)20 3977 9215
|
About Prudential plc
Prudential plc provides life and health insurance
and asset management, with a focus on Asia and Africa. The business
helps people get the most out of life, by making healthcare
affordable and accessible and by promoting financial inclusion.
Prudential protects people's wealth, helps them grow their assets,
and empowers them to save for their goals. The business has more
than 17 million life customers in Asia and Africa and is listed on
stock exchanges in London, Hong Kong, Singapore and New York.
Prudential is not affiliated in any manner with Prudential
Financial, Inc. a company whose principal place of business is in
the United States of America, nor with The Prudential Assurance
Company Limited, a subsidiary of M&G plc, a company
incorporated in the United Kingdom .
Disclaimers
This
announcement is for information purposes only and does not
constitute an offer or an invitation to induce an offer by any
person to acquire, purchase or subscribe for any securities. This
announcement is not a prospectus. Potential investors should read
the Prospectus for detailed information about the Share Offer
described above before deciding whether or not to invest in the
Offer Shares.
This
announcement is not for release, publication, distribution,
directly or indirectly, in or into the United States or any other
jurisdiction where such distribution is prohibited by law. This
announcement does not contain or constitute, and is not, an offer
to sell or a solicitation of any offer to buy securities in Hong
Kong, the United States or any other jurisdiction. Any such offer
or invitation will be made only by means of a prospectus that may
be obtained from Prudential (if published) and that will contain
detailed information about Prudential and management, as well as
financial statements, and only in jurisdictions in which such offer
or invitation may legally and validly be made. The publication,
distribution or release of this announcement may be restricted by
law in certain jurisdictions and persons into whose possession any
document or other information referred to herein may come should
inform themselves about and observe any such restriction. Any
failure to comply with these restrictions may constitute a
violation of the securities laws of any such
jurisdiction.
The Offer Shares have not been and will not be registered under the
United States Securities Act of 1933, as amended (the "U.S.
Securities Act"), or the securities laws of any state or other
jurisdiction of the United States and may not be offered or sold,
pledged or transferred within the United States or to, or for the
account or benefit of, any U.S. Persons (as defined in Regulation S
under the U.S. Securities Act), except pursuant to an exemption
from, or in a transaction not subject to, the registration
requirements of the U.S. Securities Act and applicable state or
local securities laws. Prudential does not intend to register the
Offer Shares in the United States or to conduct a public offering
of securities in the United States.
In the United Kingdom, this announcement is being distributed only
to, and is directed only at, persons who: (A) (i) are "investment
professionals" specified in Article 19(5) of the Financial Services
and Markets Act (Financial Promotion) Order 2005 (the "Order") or
(ii) high net worth entities falling within Article 49(2)(a) to (d)
of the Order or (iii) are other persons to whom it may otherwise
lawfully be communicated; and (B) are "qualified investors" within
the meaning of Article 2(e) of the Prospectus Regulation
(Regulation (EU) 2017/1129) as it forms part of retained EU law as
defined in the European Union (Withdrawal) Act 2018 (all such
persons together being referred to as "Relevant Persons"). In the
European Economic Area (the "EEA"), this announcement is addressed
only to and directed only at, persons in member states who are
"qualified investors" within the meaning of Article 2(e) of the
Prospectus Regulation (Regulation ((EU) 2017/1129) ("Qualified
Investors"). This announcement must not be acted on or relied on
(i) in the United Kingdom, by persons who are not Relevant Persons,
and (ii) in any member state of the EEA, by persons who are not
Qualified Investors. Any investment or investment activity to which
this announcement relates is available only to: (i) in the United
Kingdom, Relevant Persons; and (ii) in any member state of the EEA,
Qualified Investors, and will be engaged in only with such
persons.
UK Product Governance Requirements
Solely
for the purposes of the product governance requirements contained
within the FCA Handbook Product
Intervention
and Product Governance Sourcebook (the "UK Product Governance
Rules"), and disclaiming all and any liability, whether arising in
tort, contract or otherwise, which any "manufacturer" (for the
purposes of the UK Product Governance Rules) may otherwise have
with respect thereto, the Placing Shares have been subject to a
product approval process, which has determined that the Placing
Shares are: (i) compatible with an end target market of (a) retail
clients, as defined in point (8) of Article 2 of Regulation (EU) No
2017/565 as it forms part of domestic law by virtue of the European
Union (Withdrawal) Act 2018 ("EUWA"), (b) investors who meet the
criteria of professional clients as defined in Regulation (EU) No
600/2014 as it forms part of domestic law by virtue of the EUWA and
(c) eligible counterparties as defined in the FCA Handbook Conduct
of Business Sourcebook ("COBS"); and (ii) eligible for distribution
through all distribution channels as are permitted by Directive
2014/65/EU (the "UK Target Market Assessment"). Notwithstanding the
UK Target Market Assessment, distributors should note that: the
price of the Placing Shares may decline and investors could lose
all or part of their investment; the Placing Shares offer no
guaranteed income and no capital protection; and an investment in
the Placing Shares is compatible only with investors who do not
need a guaranteed income or capital protection, who (either alone
or in conjunction with an appropriate financial or other adviser)
are capable of evaluating the merits and risks of such an
investment and who have sufficient resources to be able to bear any
losses that may result therefrom.
The UK Target Market Assessment is without prejudice to the
requirements of any contractual, legal or regulatory selling
restrictions in relation to the Placing. Furthermore, it is noted
that, notwithstanding the UK Target Market Assessment, the Placing
Underwriters will only procure investors who meet the criteria of
professional clients and eligible counterparties. For the avoidance
of doubt, the UK Target Market Assessment does not constitute: (a)
an assessment of suitability or appropriateness for the purposes of
COBS; or (b) a recommendation to any investor or group of investors
to invest in, or purchase, or take any other action whatsoever with
respect to the Placing Shares. Each distributor is responsible for
undertaking its own target market assessment in respect of the
Placing Shares and determining appropriate distribution
channels.
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: 20
September 2021
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PRUDENTIAL
PUBLIC LIMITED COMPANY
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By: /s/ Mark FitzPatrick
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Mark
FitzPatrick
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Group
Chief Financial Officer and Chief Operating Officer
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