Court and General Meeting 2012
13 November 2012
Further to the announcement on 13 November of the proposed Court sanctioned scheme of arrangement relating to the corporate structure of WPP (the "Scheme") to create a new UK-listed, Jersey incorporated parent company for the WPP Group to be called WPP plc ("New WPP"), WPP announces that it has today published the Prospectus in connection with the Scheme and will shortly post a Circular to its share owners.
The Prospectus is being made available to share owners as provided below. A copy of the announcement, Scheme Circular and Prospectus are attached below.
WPP 2008 Limited, WPP plc and WPP Finance S.A.: Publication of Notice to Noteholders
Return to the United Kingdom: Scheme of Arrangement becomes effective
Close period buy-back programme
Return to the United Kingdom: Application for listing of New WPP Shares
Return to the United Kingdom: Jersey Court approves Scheme of Arrangement
Results of Court Meeting and General Meeting
WPP plc - Return to the United Kingdom
Prospectus PDF 543KB
Scheme Circular PDF 302KB
WPP 2012 plc MA final form PDF 382KB
WPP plc Memorandum and Articles of Association DOC 748KB
Old WPP Memorandum and Articles of Association to be adopted at EGM on 11 December 2012 DOC 744KB
Share Plan documents ZIP 1.9MB
Expected timetable of principal events
The expected timetable of principal events is provided below. This timetable is based on the board of WPP's current expectations and may be subject to change. Any changes to the timetable will be the subject of a further announcement.
| Event | Time and/or date |
|---|---|
| Latest time for receipt by the trustees of the 401k Plans of instructions in respect of WPP ADSs held under the 401k Plans | 10.00 a.m. (New York time) on 5 December 2012 |
| Latest time for lodging voting instructions in respect of the WPP ADSs | 10.00 a.m. (New York time) on 6 December 2012 |
| Latest time for lodging white Forms of Proxy for the Court Meeting | 11.30 a.m. on 9 December 2012 |
| Latest time for lodging blue Forms of Proxy for the General Meeting | 11.45 a.m. on 9 December 2012 |
| Voting Record Time | 6.00 p.m. on 9 December 2012 |
| Court Meeting | 11.30 a.m. on 11 December 2012 |
| General Meeting | 11.45 a.m. on 11 December 2012 |
| Jersey Court Hearing to sanction the Scheme and the Scheme Reduction of Capital | 9.00 a.m on 18 December 2012 |
| Last day of dealings in, and for registration of transfers of, WPP Shares and WPP ADSs | 31 December 2012 |
| Scheme Record Time | 6.00 p.m. on 31 December 2012 |
| Effective Date of the Scheme | 2 January 2013 |
| Cancellation of listings of WPP Shares, New WPP Shares admitted to Official List, crediting of New WPP Shares in uncertificated form to CREST accounts and dealings in New WPP Shares commence on the London Stock Exchange | 8.00 a.m. on 2 January 2013 |
| Cancellation of listing of WPP ADSs and dealings in New WPP ADSs commence on NASDAQ | Opening of business (New York time) on 2 January 2013 |
| Jersey Court hearing to sanction the New WPP Reduction of Capital | 9 January 2013 |
| New WPP Reduction of Capital becomes effective | 10 January 2013 |
| Despatch of New WPP Share certificates for New WPP Shares in certificated form | by 15 January 2013 |