Pennon Group Plc · LSE:PNN

Pennon — Shareholder Meeting (May 2020)

9 slides from Pennon's shareholder meeting presentation, May 28, 2020

  1. Slide 1: General Meeting on the proposed sale of Viridor

    Pennon Group General Meeting on the proposed sale of Viridor Thursday 28 May 2020 at 11 a.m.

  2. Slide 2: Introduction

    General Meeting Introduction ƒ On 18 March 2020, Pennon Group plc (the Company) entered into a conditional sale agreement for the sale of the Viridor business to Planets UK Bidco Limited (the Purchaser) for an enterprise value of £4.2 billion on a cash free, debt free basis (the Disposal). ƒ Planets

  3. Slide 3: Principal terms and conditions of the Disposal

    General Meeting Principal terms and conditions of the Disposal ƒ The Company has agreed to sell the Viridor business to the Purchaser for an enterprise value of £4.2 billion. Net cash proceeds from the Disposal are expected to be approximately £3.7 billion, payable to the Company in cash on completi

  4. Slide 4: Principal terms and conditions of the Disposal (continued)

    General Meeting Principal terms and conditions of the Disposal (continued…) ƒ The Company and the Purchaser have agreed to enter into a transitional service agreement on completion of the Disposal under which the Company will provide certain transitional services to Viridor for a period of up to 18

  5. Slide 5: Shareholder Q&A

    General Meeting Shareholder Q&A 1. Are you able to reassure retired personnel that their pensions will continue in the event of Viridor being sold and that the pension fund will be maintained into the future? 2. The company is proposing to reduce the pension deficit on completion of the Viridor disp

  6. Slide 6: Shareholder Q&A (continued)

    General Meeting Shareholder Q&A (continued…) 6. The sale of Viridor would lead to a reduction of the Pennon group’s operating profit. What is the rationale for proceeding with the disposal, especially in light of current adverse market conditions resulting from the COVID-19 outbreak? 7. How will the

  7. Slide 7: Disposal Resolution

    General Meeting Disposal Resolution (a) To approve the disposal by the Company of the Viridor business (the Disposal) substantially on the terms and subject to the conditions of the share purchase agreement dated 18 March 2020 between the Company and Planets UK Bidco Limited (the Sale Agreement) and

  8. Slide 8: Disposal Resolution (continued)

    General Meeting Disposal Resolution (continued…) Ordinary resolution requiring a simple majority of votes in favour. Proxy votes received from shareholders have been received and counted and the results are as follows: For (1) Chairman’s Against (2) Withheld discretion 300,163,886 462,379 444,271 1,

  9. Slide 9: 0015827-0000479 UKO3: 2000460869: 2

    0015827-0000479 UKO3: 2000460869: 2

Pennon Group — Shareholder Meeting (May 2020) on 6ix