CITIBANK NA: Optional Redemption Notice UK Regulatory Announcement LONDON THIS NOTICE IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION. When considering what action you should take, you are recommended to seek your own personal advice immediately from your solicitor, accountant or other professional adviser authorised under the Financial Services and Markets Act 2000, as amended. Unless the context otherwise requires, the definitions in the terms and conditions of the Bonds (defined below) shall also apply to this notice. To the holders of the outstanding convertible bonds due 19 May, 2014 (the “Bonds”) issued by WPP plc (the “Company”) OPTIONAL REDEMPTION NOTICE Notice is hereby given that, in accordance with Condition 7 (b) of the terms and conditions of the Bonds, the Company intends to exercise its option to redeem on 4 November, 2013 (the “Optional Redemption Date”) all outstanding Bonds at their principal amount plus accrued but unpaid interest in respect of such Bonds up to, but excluding, the Optional Redemption Date. As an alternative to the redemption of the Bonds, Bondholders have the option under Condition 6(a) to exchange Bonds for ordinary shares in WPP plc by delivering a duly completed Conversion Notice to Citibank N.A., London Branch (acting as Paying and Conversion Agent) by no later than the close of business (at the place where the duly completed Conversion Notice is delivered) 7 days prior to the Optional Redemption Date (the “Conversion Deadline”). In accordance with Condition 6 (g), Bondholders must in respect of the allotment, issue or transfer and delivery of any ordinary shares in respect of the exercise of Conversion Rights pay any taxes or duties arising on the conversion, other than any capital, stamp issue, registration and transfer taxes and duties payable in Jersey, the Republic of Ireland or the United Kingdom. As at the date of this Optional Redemption Notice, the Conversion Price is GBP 5.88. The 16 September, 2013 closing price of an ordinary share in WPP plc was GBP 12.96. The Conversion Deadline now represents the final opportunity for Bondholders to convert Bonds into ordinary shares in WPP plc before the redemption of all outstanding Bonds on the Optional Redemption Date. Contact: CITIBANK NA
CITIBANK NA: Optional Redemption Notice
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