8-K

CRH PUBLIC LTD CO 8-K Report (Apr 3, 2003)

Filed April 3, 2003For Securities:CRH

Summary

CRH Public Limited Company (CRH) filed an 8-K report on April 3, 2003, which primarily contains documentation related to their Annual General Meeting (AGM) scheduled for May 7, 2003. This includes the AGM circular, proxy form, and details regarding the 2002 final dividend scrip documentation. The circular outlines two key proposals for shareholders to consider and vote on at the AGM. First, shareholders will be asked to authorize the company to purchase up to approximately 10% of its own shares (around 52.4 million shares) under specific price conditions. Second, shareholders will vote on authorizing the company to re-issue treasury shares within defined price parameters. The Board of Directors recommends voting in favor of these proposals, believing they are in the best interest of the company and its shareholders.

Key Highlights

  • 1CRH plc is holding its Annual General Meeting (AGM) on May 7, 2003.
  • 2Shareholders will vote on a proposal to authorize the company to repurchase up to 10% of its issued Ordinary/Income Shares (approximately 52.4 million shares).
  • 3The proposed share repurchase has a minimum purchase price of nominal value and a maximum of 105% of the average market price over the preceding five days.
  • 4Shareholders will also vote on authorizing the company to re-issue treasury shares within specific maximum (120% of the appropriate price) and minimum (95% of the appropriate price) price ranges.
  • 5The authority for share repurchases and re-issuances, if granted, will expire on the date of the 2004 AGM or August 6, 2004, whichever is earlier.
  • 6CRH is offering a scrip dividend option for the 2002 final dividend, allowing shareholders to receive new shares instead of cash, potentially increasing their holdings without dealing costs or stamp duty.
  • 7The company's Directors intend to vote in favor of the proposed resolutions.

Frequently Asked Questions

This 8-K filing serves to report information related to CRH plc's upcoming Annual General Meeting (AGM) on May 7, 2003. It includes the AGM circular, proxy form, and details concerning the final dividend for 2002, specifically the scrip dividend offer.

Shareholders are being asked to grant two main authorities: 1) to allow CRH and its subsidiaries to purchase up to approximately 52.4 million of its own shares (about 10% of issued shares) on the market, and 2) to authorize the company to re-issue treasury shares within a defined price range. The directors believe these actions are in the best interest of the company and its shareholders.

For the 2002 final dividend of 17.97 cent per share, CRH is offering shareholders the option to receive new ordinary shares instead of cash. This allows shareholders to increase their investment in CRH without incurring additional transaction costs like dealing fees or stamp duty. The price for new shares is set at €12.75.

The authorities granted for share repurchases and re-issuances will expire on the earlier of the date of the company's next Annual General Meeting (in 2004) or August 6, 2004.