Dividend Information
In the light of economic prospects and financial market conditions, as well as a focus on debt reduction, the Board concluded in January 2009 that it was not appropriate to pay equity dividends. No equity dividends were paid in fiscal 2010 (fiscal 2009: $123.8 million).
Restrictions on dividend payments
Under the amended borrowing agreements, no “Shareholder Returns” (defined as including dividends, share buybacks or other similar payments) may be made in fiscal 2010 or fiscal 2011, and thereafter such returns may only be made if the fixed charge cover is above 1.7:1, Signet is in compliance with the amended facility and can demonstrate projected compliance with the fixed charge cover for the following 12 months.
In addition to the $100 million plus accrued interest of notes prepaid at par on March 18, 2009 and $50.9 million prepaid on March 9, 2010, subsequent prepayment offers, at par, are to be made in February of each of the following calendar years—2011, 2012 and 2013. The minimum amount of each such offer being the Note holders’ pro rata share of 60% of any reduction in net debt that occurred over the preceding fiscal year.
Any proportion of the February 2011 or 2012 offer rejected by Note holders may be applied to Shareholder Returns as defined in the Amended Facility Agreement; and subsequent to January 2013, Shareholder Returns may only be made if an offer has been made to prepay $190 million of the Notes inclusive of the $100 million March 18, 2009 prepayment and that an additional prepayment offer at a 2% premium to par has been made, in which case the shareholder returns may be no greater than the proportion of the additional offer rejected by the Note holders.