QUILTER PLC - Ruth Markland Joins The Quilter Plc Board Of Directors

Ruth Markland Joins The Quilter Plc Board Of Directors

QUILTER PLC

(previously, Old Mutual Wealth Management Limited)

Incorporated under the Companies Act 1985 with registered number 06404270
and re-registered as a public limited company under the Companies Act 2006)

ISIN CODE: GB00BDCXV269

JSE SHARE CODE: QLT




NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART,
DIRECTLY OR INDIRECTLY, IN OR INTO OR FROM THE UNITED STATES OF
AMERICA, CANADA, JAPAN OR AUSTRALIA OR ANY OTHER JURISDICTION WHERE
TO DO SO MIGHT CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR
REGULATIONS OF SUCH JURISDICTION

For immediate release

11 June 2018




                                      QUILTER PLC

        RUTH MARKLAND JOINS THE QUILTER PLC BOARD OF DIRECTORS

Quilter plc (the “Company”) announces that Ruth Markland has been appointed as a non-
executive Director and Senior Independent Director of the Company, effective on admission
of the Company’s ordinary shares (the “Shares”) to the premium listing segment of the
Official List of the FCA and to trading on the Main Market of the London Stock Exchange
which is currently expected to take place on 25 June 2018 (“Admission”). Ruth will also be
a member of the Corporate Governance and Nominations Committee, the Audit Committee
and the Remuneration Committee.

Ruth is the seventh Director to be appointed to the Board since Glyn Jones became
Chairman in September 2016.

Ruth has extensive FTSE 100 public company experience, having served over 12 years on
the Board of Standard Chartered plc, and over 10 years on the Board of The Sage Group
plc. During Ruth’s tenure with both companies, she held various positions including Senior
Independent Director and Chair of the Remuneration Committee. Ruth is also a member of
the Supervisory Board of Arcadis NV and an independent non-executive of Deloitte LLP. In
her various board roles, Ruth has also had extensive board committee experience including
audit, risk, remuneration, nominations and financial crime risk committees.

Glyn Jones, Chairman of the Board, comments:

“I am delighted that Ruth has agreed to join the Board. Ruth’s extensive skills and
experience will be a valuable addition to the Board and, as the Senior Independent Director,


                                       
will provide a wise sounding board to me and my fellow directors. Her public company
experience will be invaluable as we move into a listed environment.”

There are no other details that are required to be disclosed in respect of this appointment
under Paragraph 9.6.13 of the Listing Rules of the UK Listing Authority save as disclosed in
this announcement.

                                           -   ends -

Enquiries:

Investor Relations
John-Paul Crutchley                                        +44 20 7002 7016


Media:
Vee Montebello                                             +44 20 7 778 9550


Camarco                                                    +44 20 3757 4985
Geoffrey Pelham-Lane


Aprio (South Africa)                                        +27 11 880 0037
Julian Gwillim


About Quilter

Quilter is a leading wealth management business in the UK and internationally,
helping to create prosperity for the generations of today and tomorrow.

On a ‘go forward basis’, Quilter oversees £ 111.6 billion in customer investments (as
at 31 March 2018).

It has an adviser and customer offering spanning: financial advice; investment
platforms; multi-asset solutions; and discretionary fund management.

The business is comprised of two segments: Wealth Platforms and Advice and
Wealth Management.

Wealth Platforms includes the Old Mutual Wealth UK Platform; Old Mutual
International, including AAM Advisory in Singapore; and the Old Mutual Wealth
Heritage life assurance business.

Advice and Wealth Management encompasses the financial planning network,
Intrinsic; Old Mutual Wealth Private Client Advisers; discretionary fund management




                                        
business, Quilter Cheviot; and Old Mutual Wealth’s multi-asset investment solutions
business.

The Quilter businesses will be re-branded to Quilter over a period of approximately
two years following separation from Old Mutual:

    -   Intrinsic to Quilter Financial Planning
    -   Private Client Advisers to Quilter Private Client Advisers
    -   The Multi-Asset business to Quilter Investors
    -   The UK Platform to Quilter Wealth Solutions
    -   The International business to become Quilter International
    -   The Heritage life assurance business to Quilter Life Assurance
    -   Quilter Cheviot will retain its name.

On 19 December 2017, Old Mutual Wealth announced that it has agreed to sell its
Single Strategy asset management business to the Single Strategy Management
team and funds managed by TA Associates. The proposed transaction is subject to
customary closing conditions, including regulatory approvals.

Quilter is part of Old Mutual plc, a FTSE 100 group that provides investment,
savings, insurance and banking. For the year ended 31 December 2017, Old Mutual
reported an adjusted operating profit before tax of £2.0 billion. For further
information on Old Mutual plc and the underlying businesses, please visit the
corporate website at www.oldmutualplc.com.




DISCLAIMERS

The contents of this announcement have been prepared by and are the sole responsibility of Quilter
plc. The information contained in this announcement is for background purposes only and does not
purport to be full or complete. No reliance may be placed by any person for any purpose on the
information contained in this announcement or its accuracy, fairness or completeness.

This announcement is not for publication or distribution, directly or indirectly, in or into the United
States. The distribution of this announcement may be restricted by law in certain jurisdictions and
persons into whose possession any document or other information referred to herein comes should
inform themselves about and observe any such restriction. Any failure to comply with these
restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement is not an offer to sell, or a solicitation of an offer to purchase, securities in the
United States, Australia, Canada or Japan or in any other jurisdiction in which such offer or solicitation
is unlawful. The securities to which this announcement relates have not been and will not be
registered under the US Securities Act of 1933, as amended, and may not be offered or sold in the
United States except pursuant to an exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act. Subject to certain exceptions, the securities referred
to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit


                                             
of, any national, resident or citizen of Australia, Canada or Japan. There will be no public offering of
the securities in the United States, Australia, Canada, Japan or elsewhere.

This announcement does not constitute or form a part of any offer or solicitation or advertisement to
purchase and/or subscribe for Securities in South Africa, including an offer to the public for the sale
of, or subscription for, or the solicitation or advertisement of an offer to buy and/or subscribe for,
shares as defined in the South African Companies Act, No. 71 of 2008 (as amended) or otherwise
(the “Act”) and will not be distributed to any person in South Africa in any manner that could be
construed as an offer to the public in terms of the Act. This announcement does not constitute a
prospectus registered and/or issued in terms of the Act. Nothing in this announcement should be
viewed, or construed, as “advice”, as that term is used in the South African Financial Markets Act, No.
19 of 2012, as amended, and/or Financial Advisory and Intermediary Services Act, No. 37 of 2002, as
amended.

This announcement is distributed in any member state of the European Economic Area which applies
Directive 2003/71/EC (such Directive, together with any amendments thereto including Directive
2010/73/EU, the “Prospectus Directive”) only to those persons who are qualified investors for the
purposes of the Prospectus Directive in such member state, and such other persons as these
materials may be addressed to on legal grounds, and no person that is not a relevant person or
qualified investor may act or rely on this document or any of its contents.

The final offer price (the “Offer Price”) in respect of the Company’s initial public offering (the
“Global Offer”) and the number of Shares to be sold by the Selling Shareholder in the Global Offer
will be determined in due course and is currently expected to be announced on or about 25 June
2018. A number of factors will be considered in determining the final Offer Price and the number of
Shares to be sold in the Global Offer, including the level and nature of demand for the Shares during
the bookbuilding process, the prevailing market conditions and the objective of establishing an
orderly and liquid after-market in the Shares. If the indicative price range in respect of the Global
Offer (the “Price Range”) announced by the Selling Shareholder on 11 June and to be included in
the supplementary prospectus to be published by the Company on 11 June 2018 (the “Price Range
Supplement”) changes prior to the announcement of the final Offer Price, the revised Price Range
will be announced and advertised as soon as possible and the Company will publish an additional
supplementary prospectus. In certain circumstances, the Selling Shareholder may decide not to
proceed with the Global Offer, but still to proceed with Admission. Any purchase of Shares in respect
of the proposed Global Offer should be made solely on the basis of the information contained in the
prospectus published by the Company on 20 April 2018 (the “Prospectus”), the supplementary
prospectus published by the Company on 30 April 2018 (the “Q1 Results Supplement”), the Price
Range Supplement and in any other prospectus supplements to be issued by the Company in
connection with the Global Offer. The date of Admission may be influenced by things such as market
conditions. There is no guarantee that Admission will occur and you should not base your financial
decisions on Quilter plc’s intentions in relation to Admission at this stage. Acquiring investments to
which this announcement relates may expose an investor to a significant risk of losing all of the
amount invested. Persons considering making such investments should consult an authorised person
specialising in advising on such investments.           This announcement does not constitute a
recommendation concerning the Global Offer. The value of shares can decrease as well as increase.
Potential investors should consult a professional advisor as to the suitability of the Global Offer for the
person concerned.

This announcement may include statements that are, or may be deemed to be, “forward-looking
statements”. These forward-looking statements may be identified by the use of forward-looking
terminology, including the terms “believes”, “estimates”, “plans”, “projects”, “anticipates”, “expects”,

                                             
“intends”, “may”, “will” or “should” or, in each case, their negative or other variations or comparable
terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions.
Forward-looking statements may and often do differ materially from actual results. Any forward-
looking statements reflect the Company’s current view with respect to future events and are subject
to risks relating to future events and other risks, uncertainties and assumptions relating to the
Company and its group’s business, results of operations, financial position, liquidity, prospects,
growth or strategies. Forward-looking statements speak only as of the date they are made. Each of
the Banks (as defined below) and their respective affiliates expressly disclaims any obligation or
undertaking to update, review or revise any forward looking statement contained in this
announcement whether as a result of new information, future developments or otherwise.

Each of Merrill Lynch International, Goldman Sachs International, J.P. Morgan Securities plc (which
conducts its UK investment banking activities under the marketing name J.P. Morgan Cazenove)
(together, the “Joint Global Coordinators”), is authorised by the Prudential Regulation Authority
and regulated in the United Kingdom by the Financial Conduct Authority and the Prudential
Regulation Authority. BNP PARIBAS (and together with the Joint Global Coordinators, the “Joint
Bookrunners”) is lead supervised by the European Central Bank (“ECB”) and the Autorité de
Contrôle Prudentiel et de Résolution (“ACPR”). BNP Paribas London Branch is authorised by the ECB,
the ACPR and the PRA and subject to limited regulation by the FCA and PRA. Avior Capital Markets
(Pty) Limited (the “Lead Manager” and together with the Joint Bookrunners, the “Underwriters”)
is authorised by the Johannesburg Stock Exchange in South Africa. Merrill Lynch South Africa
Proprietary Limited (“Merrill Lynch SA”) is regulated by the Johannesburg Stock Exchange, the
South African Reserve Bank and the Financial Services Board of South Africa. Each of the
Underwriters and Merrill Lynch SA (together, the “Banks”) is acting exclusively for the Company and
no one else in connection with Admission and the Global Offer. None of the Banks will regard any
other person (whether or not a recipient of this announcement) as a client in relation to the Global
Offer and will not be responsible to anyone other than the Company for providing the protections
afforded to their respective clients or for the giving of advice in relation to the Global Offer, the
contents of this announcement or any transaction, matter, or arrangement referred to herein.

In connection with the Global Offer, each of the Banks and any of their respective affiliates, may take
up a portion of the Shares in the Global Offer as a principal position and in that capacity may retain,
purchase or sell for its own account such securities and any Shares or related investments and may
offer or sell such Shares or other investments otherwise than in connection with the Global Offer.
Accordingly, references in the Prospectus, Q1 Results Supplement and/or the Price Range Supplement
to Shares being offered or placed should be read as including any offering or placement of Shares to
any of the Banks or any of their respective affiliates acting in such capacity. In addition certain of the
Banks or their affiliates may enter into financing arrangements (including swaps or contracts for
differences) with investors in connection with which the Banks and any of their affiliates may from
time to time acquire, hold or dispose of Shares. None of the Banks intend to disclose the extent of
any such investment or transactions otherwise than in accordance with any legal or regulatory
obligation to do so.

None of the Banks nor any of their respective affiliates accepts any responsibility whatsoever for the
contents of this announcement including its accuracy, completeness and verification or for any other
statement made or purported to be made by it, or on its behalf, in connection with the Company, the
Shares or the Global Offer, and nothing contained in this announcement is, or shall be relied upon as,
a promise or representation in this respect, whether as to the past or the future. Accordingly, apart
from the responsibilities and liabilities, if any, which may be imposed on the Banks by FSMA or the
regulatory regime established thereunder, each of the Banks and each of their respective affiliates
disclaim, to the fullest extent permitted by applicable law, all and any liability whether arising in tort,


                                            
delict, contract or otherwise which they might otherwise be found to have in respect of this
announcement or any such statement. No representation or warranty express or implied, is made by
any of the Banks or any of their respective affiliates as to the accuracy, completeness, verification or
sufficiency of the information set out in this announcement, and nothing in this announcement will be
relied upon as a promise or representation in this respect, whether or not to the past or future.

This announcement, the Prospectus, the Q1 Results Supplement and the Price Range Supplement do
not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to
purchase or subscribe for, any securities other than the securities to which it relates or any offer or
invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for, such securities
by any person in any circumstances in which such offer or solicitation is unlawful.

Any investor should only rely on the information in the Prospectus, the Q1 Results Supplement, the
Price Range Supplement and in any other prospectus supplements to be issued by the Company in
connection with the Global Offer. None of the Company, the Selling Shareholder (as defined in the
Prospectus), the Banks or any of their respective representatives, is making any representation other
than those contained in the Prospectus, the Q1 Results Supplement, the Price Range Supplement and
in any other prospectus supplements to be issued by the Company in connection with the Global
Offer and, if given or made, such information or representations must not be relied on as having been
so authorised. Neither the delivery of the Prospectus, the Q1 Results Supplement, the Price Range
Supplement nor any other prospectus supplements to be issued by the Company in connection with
the Global Offer nor Admission nor any subsequent subscription or sale shall, under any
circumstances, create any implication that there has been no change in the affairs of the Company
set forth in these documents or that the information in them are correct as of any date subsequent to
the date thereof. The contents of the Prospectus, the Q1 Results Supplement, the Price Range
Supplement and any other prospectus supplements to be issued by the Company in connection with
the Global Offer should not be construed as legal, business, financial or tax advice. None of the
Company, the Selling Shareholder, the Banks or any of their respective representatives, is making any
representation to any prospective investor regarding the legality of an investment in the Shares by
such prospective investor under the laws applicable to such prospective investor. Each prospective
investor should consult his, her or their own legal, business, financial or tax advisers for advice.

Information to Distributors

Solely for the purposes of the product governance requirements contained within: (a) EU Directive
2014/65/EU on markets in financial instruments, as amended (“MiFID II”); (b) Articles 9 and 10 of
Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing
measures (together, the “MiFID II Product Governance Requirements”), and disclaiming all and
any liability, whether arising in tort, contract or otherwise, which any “manufacturer” (for the
purposes of the Product Governance Requirements) may otherwise have with respect thereto, the
Shares have been subject to a product approval process, which has determined that the Shares are:
(i) compatible with an end target market of retail investors and investors who meet the criteria of
professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for
distribution through all distribution channels as are permitted by MiFID II (the “Target Market
Assessment”). Notwithstanding the Target Market Assessment, distributors should note that: the
price of the Shares may decline and investors could lose all or part of their investment; the Shares
offer no guaranteed income and no capital protection; and an investment in the Shares is compatible
only with investors who do not need a guaranteed income or capital protection, who (either alone or
in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and
risks of such an investment and who have sufficient resources to be able to bear any losses that may
result therefrom. The Target Market Assessment is without prejudice to the requirements of any



                                              
contractual, legal or regulatory selling restrictions in relation to the Global Offer. Furthermore, it is
noted that, notwithstanding the Target Market Assessment, the Underwriters will only procure
investors who meet the criteria of professional clients and eligible counterparties.

For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of
suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor
or group of investors to invest in, or purchase, or take any other action whatsoever with respect to
the Shares.

Each distributor is responsible for undertaking its own target market assessment in respect of the
Shares and determining appropriate distribution channels.

Merrill Lynch South Africa +27 11 305 5555
Justin Bothner
Thembeka Mgoduso




                                             
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