Prudential plc (LSE:PRU) agreed to spin-off M&G Prudential on March 14, 2018. On completion of the demerger, shareholders will hold interests in both Prudential plc and M&G Prudential. Post transaction, each of Prudential and M&G will be independent, publicly-traded companies. In a related transaction, M&G Prudential also announced the sale of £12 billion of its shareholder annuity portfolio to Rothesay Life. Under the terms of the agreement, M&G Prudential has reinsured £12 billion of liabilities to Rothesay Life, which is expected to be followed by a Part VII transfer of the portfolio by the end of 2019. If the demerger completes, one M&G Share will be issued for each Prudential Share. On October 20, 2019, a board committee of the Prudential Board approved the Demerger Dividend. Pursuant to the demerger dividend, qualifying shareholders (including qualifying Hong Kong shareholders and qualifying UK shareholders) will be entitled to receive one M&G Share for each Prudential share held by them at the record time. Shareholders will continue to own their existing Prudential Shares unless they sell or transfer them in the usual course. The number of Prudential Shares held by shareholders will not change as a result of the Demerger. For Singapore holders, shareholders who wish to retain the option of receiving M&G Shares in certificated form may request to move their holding of interests in Prudential Shares from CDP to the CCASS or Holders will be entitled upon completion of the Demerger will be sold on their behalf under the Share Sale Option and the gross cash proceeds paid to HKSCC Nominees for onward transmission to them.

The capital benefit of this transaction will be retained within the Group to support the demerger process. In preparation for the UK demerger process, and to align the ownership of the Group's businesses with their operating structures, Prudential plc intends to transfer the legal ownership of its Hong Kong insurance subsidiaries from The Prudential Assurance Company Limited (M&G Prudential's UK regulated insurance entity) to Prudential Corporation Asia Limited, which is expected to complete by the end of 2019. In addition, prior to the demerger, the Group's debt capital position will be re-balanced across Prudential plc and M&G Prudential. This may include the redemption or debt liability management of issued debt, and new debt issuance. The record date is October 18, 2019.

As a standalone entity, M&G Prudential will be led by its current Chief Executive John Foley. Prudential plc will be led by its current Group Chief Executive Mike Wells. On July 27, 2018, changes to the leadership team of M&G Group were announced with Clare Bousfield, the current chief executive officer of Prudential UK becoming the new Chief Financial officer of M&G Prudential, Anne Richard, current Chief Executive of M&G Investments, resigning from her role, and from the Board of Prudential, on August 10, 2018 and M&G Prudential Chief Executive Officer John Foley taking on the additional responsibilities of being Chief Executive of the regulated M&G and Prudential UK. On October 1, 2018, Mike Evans was appointed as the Chair of M&G Prudential in preparation for its planned demerger. Adair Turner will be stepping down from the board of M&G Prudential in May 2019. Nic Nicandrou, Prudential's Asia Chief Executive and Michael Falcon, North America Chief Executive, will all step down from the Prudential board in May, although they will also retain their executive positions. As of March 14, 2019, Prudential has received the approval from the High Court of England and Wales for the transfer of part of the M&G Prudential annuity book to Rothesay.

M&G Prudential will be headquartered in the UK and hold a premium listing on the London Stock Exchange. Prudential plc will remain headquartered in the UK and retain its premium listing on the London Stock Exchange, its primary listing in Hong Kong, and other listings in Singapore and New York. Following separation, M&G Prudential will have more control over its business strategy and capital allocation while Prudential plc will be able to focus on the attractive returns and growth potential of its market-leading businesses in Asia and the US. As of March 28, 2019, M&G Prudential has appointed three Non-Executive Directors as part of its preparations to demerge from Prudential plc. Caroline Silver joins as the Senior Independent Non-Executive Director, Clive Adamson becomes a Non-Executive Director and Chair of the Risk Committee and Robin Lawther joins as a Non-Executive Director and Chair of the Remuneration Committee. The appointments are all with immediate effect following their approval by the Prudential Regulatory Authority and the Financial Conduct Authority. As of May 7, 2019, Clare Thompson has been appointed as Non-Executive Director and Chair of the Audit Committee. As of July 10, 2019, as part of the preparation for the demerger, Mark FitzPatrick, Chief Financial Officer, is to take on the additional role of Chief Operating Officer. James Turner, Group Chief Risk Officer, is assuming responsibility for Group Compliance and becomes Group Chief Risk and Compliance Officer. The demerger is subject to shareholder and regulatory approval. The timing of the demerger will be subject to a number of factors, including the completion of the UK annuity sale, prevailing market conditions, the transfer of the Hong Kong business and seeking to minimize costs associated with the demerger. As per disclosure on August 14, 2019, M&G Prudential intends to list its shares under the name M&G plc when it demerges from Prudential plc later this year. As on September 25, 2019, the circular in relation to the proposed demerger and the prospectus in relation to the proposed admission of M&G's ordinary shares have each been submitted to the Financial Conduct Authority by Prudential and M&G respectively. As of October 15, 2019, The shareholders of Prudential approved the demerger of M&G Group. A further announcement will be made once the circular and the prospectus have been approved for publication by the FCA, which is expected later on September 25, 2019. Demerger is expected to complete on October 21, 2019. It is expected that the demerger will be completed and that the M&G shares will be admitted to trading on the London Stock Exchange's main market for listed securities on October 21, 2019. Just as Prudential, M&G will be included in the premium listing segment and the FTSE 100 index of the London Stock Exchange.

Nigel Higgins, Jonathan Eddis, Yves Cormier, Richard Sedlacek, Paul Richards, Nigel Himsworth, William Marshall, Stuart Fotheringham, Jeremy Stone, Reece Radford from N M Rothschild & Sons Limited acted as the financial advisors for Prudential plc. Roland Turnill, David Watkins, Oliver Wareham, Thomas Peacock, Carla Edney, Jan Putnis, David Shone, Victoria Lee, Guy O'Keefe, Kevin Howes, Kieran Turton, Susie Middlemiss, Laura Houston, Jonathan Fenn, Liam Goulding, Lidia Danyi, Mike Lane, Kyle O'Sullivan, Roger Cheng, Peter Lake, Mike Ringer and Nicola Lui of Slaughter and May as legal advisors to Prudential plc. Andrew Hey, Chris Barrie and Toby Moore of Citigate Dewe Rogerson Ltd. acted as financial advisors to M&G Group. Prudential has appointed Computershare Hong Kong as Transfer Agent in Hong Kong. Equiniti will act as transfer agent in UK. Goldman Sachs International acted as financial advisor for Prudential in demerger. The Central Depository (Pte) Limited acted as depository in Singapore.

Prudential plc (LSE:PRU) completed the spin-off of M&G Prudential for £5.7 billion on October 21, 2019. The shares of M&G were admitted as of October 21, 2019 to the premium listing segment of the official list and to trading on the main market of the London Stock Exchange. Bank of America Merrill Lynch International Limited acted as financial advisor for M&G. Susannah Macknay and Harry Bacon of Slaughter and May acted as legal advisors to M&G Plc.