The Board of Scottish Power plc (“ScottishPower”) today announces the results of the Mix and Match Elections and the Loan Note Alternative.
The latest time for receipt of Forms of Election for the Mix and Match Facility and the Loan Note Alternative was at 3.00 p.m. on 19 April 2007. At that time, ScottishPower Shareholders holding 120,248,991 ScottishPower Shares, representing approximately 8.07 per cent. of the existing issued ordinary share capital of ScottishPower, had elected to receive additional cash, ScottishPower Shareholders holding 811,011,366 ScottishPower Shares, representing approximately 54.44 per cent. of the existing issued ordinary share capital of ScottishPower, had elected to receive additional New Iberdrola Shares and ScottishPower Shareholders holding 20,285,431 ScottishPower Shares, representing approximately 1.36 per cent. of the existing issued ordinary share capital ScottishPower, had elected to receive Loan Notes instead of cash. Accordingly, valid elections under the Mix and Match Facility for additional cash will be satisfied in full, valid elections for additional New Iberdrola Shares have been scaled back pro rata and valid elections for Loan Notes will be satisfied in full.
ScottishPower Shareholders who elected for additional cash under the Mix and Match Facility will be entitled to receive 780 pence in cash for every ScottishPower Share included in the Mix and Match Facility. ScottishPower Shareholders who elected for additional New Iberdrola Shares under the Mix and Match Facility have had their share elections scaled back by approximately 85.91442 per cent. and will therefore be entitled to receive 0.337863157894737 of a New Iberdrola Share for every ScottishPower Share included in the Mix and Match Facility for which a share election can be satisfied in full. ScottishPower Shareholders will be entitled to receive 400 pence in cash and 0.1646 of a New Iberdrola Share for every ScottishPower Share in respect of the balance of their ScottishPower Shares on which a share or cash election cannot be satisfied in full. ScottishPower Shareholders who elected for Loan Notes instead of cash under the Loan Note Alternative will be entitled to receive £1.00 Loan Notes for every 100 pence in cash.
In respect of ScottishPower Shares for which no valid election under the Mix and Match Facility or the Loan Note Alternative has been made, ScottishPower Shareholders will receive the basic offer consideration which, in economic terms, is equivalent to 400 pence in cash and 0.1646 of a New Iberdrola Share per ScottishPower Share.
Fractions of New Iberdrola Shares will not be allotted, but will be aggregated and sold in the market and the net proceeds of such sale will be paid in cash to such ScottishPower Shareholders entitled thereto in accordance with their fractional entitlements. No assurance can be given as to the price that will be received for such New Iberdrola Shares as described in this paragraph.
The Offer remains conditional upon the confirmation of the Capital Reduction comprised within the Scheme by the Court of Session, Edinburgh, Scotland (the “Court”) and a certified copy of the Court Order confirming the Capital Reduction and the minute of the Capital Reduction being delivered to, and registered by, the Registrar of Companies (which is expected to take place later today).
Expressions used in this announcement have the same meaning as in the Scheme Document dated 26 February 2007.
For further information:
Scottish Power plc:
Investor Relations: Peter Durman +44 (0) 141 636 4527
Media Relations: Colin McSeveny +44 (0) 141 636 4515
Cardew Group. (PR adviser to Scottish Power plc):
Anthony Cardew +44 (0) 20 7930 0777
Rupert Pittman +44 (0) 20 7930 0777