Electronic Data Processing PLC Statement re Pension Scheme and Strategic Review (9591T)

TIDMEDP

RNS Number : 9591T

Electronic Data Processing PLC

18 October 2017

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM, ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

18 October 2017

The information communicated in this announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No. 596/2014.

Electronic Data Processing PLC ("EDP" or the "Company")

Pension Scheme Triennial Valuation

Strategic Review Update

Pension Scheme Triennial Valuation

On 6 March 2017 EDP announced the preliminary results of the formal triennial actuarial valuation of its defined benefit pension scheme at 31 July 2016. As detailed in that announcement, the actuary's preliminary valuation report indicated a deficit in the scheme as at 31 July 2016 of GBP490,000, representing a funding level of 94%. The report suggested a 10-year deficit recovery plan involving the payment of Company cash contributions of GBP75,000 per annum. The announcement also noted that these amounts were provisional as the valuation was still in progress and that once it was finalised, shareholders would be updated.

Since that announcement was made, further work has been undertaken by the pension scheme actuary to finalise the valuation. Part of this work focused on analysing the data held by the scheme administrator for a number of deferred members who had been members of the scheme for less than five years. On investigation, it was determined that the liability for these members in the preliminary valuation report had been overstated by GBP420,000.

The actuary's valuation report has now been finalised, indicating a deficit on a scheme funding basis as at 31 July 2016 of GBP70,000, representing a funding level of 99%.

The expectation is that this deficit identified as at 31 July 2016 will have been cleared by the 2018/19 scheme year as a result of the payment of terminal bonuses by the scheme insurer in respect of member retirements over the next two years. The formal deficit recovery plan does not therefore require the immediate payment of cash contributions by the Company. However, the Company has agreed with the trustees to make a one-off contribution of up to a maximum of GBP118,000, payable on or before 31 July 2020, in the event that the terminal bonus payments do not cover the deficit in full.

Strategic Review Update

The uncertainty over the pension scheme valuation since March 2017 has impacted on the strategic review process and caused it to take longer than originally expected. Should the strategic review process not result in an acceptable offer being made for the Company the Board intends to consider returning an amount of cash to shareholders subject to any constraints on distributable reserves and the rules of the Takeover Code. The Company will update shareholders further when it is in a position to do so.

The Company expects to announce its preliminary results for the year ended 30 September 2017 during December 2017.

-ENDS-

Enquiries:

 
 Julian Wassell    James Storey       BDO LLP (Financial 
                                       Adviser) 
 Chief Executive   Finance Director   John Stephan/Susan 
                                       Jarram 
 0114 262 2010     0114 262 2010      0207 486 5888 
 

About Electronic Data Processing PLC

Electronic Data Processing PLC is a supplier of software solutions to the Merchanting and Wholesale Distribution Industry. These include ERP and e-business solutions together with a comprehensive range of customer support, implementation and training services. EDP also offers a powerful, combined CRM and business intelligence solution across a wide range of industries.

EDP's solutions are offered through either on-site licenced arrangements or on a cloud/hosted basis from its own data centre located in Milton Keynes.

EDP has around 300 customers ranging from small owner-managed businesses to multinationals.

Publication on Website

A copy of this announcement will be made available at www.edp.co.uk no later than 12:00 noon (London time) on 19 October 2017 (being the business day following the date of this announcement) in accordance with Rule 26.1 of the Code. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

BDO LLP, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for Electronic Data Processing PLC (as financial adviser) and no one else in connection with the matters referred to in this announcement and will not be responsible to anyone other than for Electronic Data Processing PLC for providing the protections afforded to clients of BDO LLP nor for providing advice in relation to the matters referred to in this announcement.

The directors of Electronic Data Processing PLC accept responsibility for the information contained in this announcement. To the best of their knowledge and belief (having taken all reasonable care to ensure that such is the case), the information contained in this announcement for which they are responsible is in accordance with the facts and does not omit anything likely to affect the import of such information.

The distribution of this announcement in jurisdictions outside the United Kingdom may be restricted by law and therefore persons into whose possession this announcement comes should inform themselves about, and observe such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities law of any such jurisdiction.

Disclosure requirements of the Code

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any securities exchange offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any securities exchange offeror is first identified. An Opening Position Disclosure must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a securities exchange offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror, save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing. If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a securities exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover Panel's website at www.thetakeoverpanel.org.uk, including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. You should contact the Panel's Market Surveillance Unit on [phone] if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.

This information is provided by RNS

The company news service from the London Stock Exchange

END

STRBGBDGRBBBGRI

(END) Dow Jones Newswires

October 18, 2017 06:18 ET (10:18 GMT)