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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 July, 2000
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AMVESCAP PLC
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(Translation of registrant's name into English)
11 DEVONSHIRE SQUARE, LONDON EC2M 4YR, ENGLAND
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(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
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[Indicate by check mark whether 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
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[If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): 82- N/A
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Description of document filed: PRESS RELEASE.
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AMVESCAP PLC
494040
IMMEDIATE RELEASE 28 JULY 2000
PLEASE CONFIRM RELEASE
MICHAEL PERMAN TEL: 020 7454 3942
AMVESCAP PLC
PRESS RELEASE
AMVESCAP AND TRIMARK ANNOUNCE FINAL TERMS FOR MERGER
LONDON, JULY 28, 2000 - AMVESCAP PLC ("AMVESCAP" - LSE:AVZ) and Trimark
Financial Corporation ("Trimark" - TSE:TMF) announce today the final financial
terms for the arrangement providing for the merger of Trimark and AMVESCAP.
AGGREGATE CONSIDERATION
AMVESCAP will exchange aggregate consideration valued at almost (pound sterling)
1.2 billion (CDN$2.7 billion) at current market prices for approximately 98.4
million Trimark common shares or Trimark options that have been conditionally
exercised. Assuming the merger is completed, as expected, on August 1, 2000,
Trimark shareholders will receive aggregate consideration of approximately
(pound sterling) 332 million (CDN$ 738 million) in cash, (pound sterling )576
million (CDN$ 1,280 million) in principal amount of 6% equity subordinated
debentures, and 26.4 million AMVESCAP ordinary shares or shares exchangeable
for ordinary shares. In addition AMVESCAP will issue approximately 3.1 million
replacement options to Trimark optionholders who did not conditionally exercise
their options.
Elections
Under the arrangement Trimark shareholders and optionholders were provided with
the opportunity to make an election as to the form of consideration that they
wished to receive subject to proration adjustments.
Depending on the election made by the shareholder, Trimark shareholders and
optionholders will exchange their Trimark common shares or options
conditionally exercised for the following (subject to adjustments for
fractional shares and debentures):
AMVESCAP Ordinary Share Elections - Trimark shareholders electing to receive
AMVESCAP ordinary shares will receive approximately 1.05082 AMVESCAP ordinary
shares and CDN$1.57406 in cash for each Trimark common share.
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AMVESCAP Exchangeable Share and Default Elections - Trimark shareholders
electing to receive AMVESCAP exchangeable shares and Trimark shareholders who
did not make an election will receive approximately 1.05082 AMVESCAP
exchangeable shares and CDN$1.57406 in cash for each Trimark common share.
AMVESCAP Debenture Elections - Trimark shareholders electing to receive
AMVESCAP debentures will receive approximately 0.02555 debentures, 0.05656
AMVESCAP exchangeable shares and CDN$0.08472 in cash for each Trimark common
share.
Cash Elections - Trimark shareholders electing to receive CDN$27.00 in cash
will receive the full amount in cash for each Trimark common share.
Combination Elections - Trimark shareholders elections for a combination of
AMVESCAP ordinary shares, exchangeable shares and debentures will receive
consideration for each component as described above proportionate to the amount
so elected.
No fractional shares or debentures will be issued, but a cash amount will be
paid in lieu of such fractional interest.
-Ends-
28TH JULY 2000.
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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.
AMVESCAP PLC
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(Registrant)
Date 28 JULY, 2000 By /s/ MICHAEL S. PERMAN
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(Signature)
Michael S. Perman
Company Secretary
