FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Issuer
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
September 24, 2004
BRITISH ENERGY PLC
(Registrant's name)
3 Redwood Crescent
Peel Park
East Kilbride G74 5PR
Scotland
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.
Form 20-F..X.. Form 40-F.....
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ..... No ..X..
If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b):
Exhibit Index
The following document (bearing the exhibit number listed below) is furnished
herewith and is made a part of this Report pursuant to the General Instructions
for Form 6-K:
Exhibit Description
No. 1 RNS Announcement, Re Requisitioned EGM dated 24 September 2004
24 September 2004
British Energy plc
Requisitioned Extraordinary General Meeting
Summary
British Energy today announces the unanimous recommendation of the Board to
shareholders to vote against the resolutions proposed by Polygon and Brandes to
be heard at an Extraordinary General Meeting on 22 October 2004. A circular
convening the EGM and setting out the Board's recommendation in full is being
posted to shareholders today.
The Board has considered the resolutions proposed by Polygon and Brandes which
appear intended to bring about a termination of the Creditor Restructuring
Agreement which binds the Company to implement the agreed restructuring
announced on 1 October 2003. The Board believes that a termination of the CRA
could have significant adverse consequences for the Company and its
shareholders:
- Certain creditors have informed the Company that, in these circumstances,
they would take steps to recover the amounts due to them including steps to
force the Company into administration
- In these circumstances, the Board believes that other creditors would also
demand payment, leading to the Company facing a requirement to repay the
GBP1.5 billion stood still. The Company does not have the available
resources to pay that amount.
- The Company may face significant claims for damages from Creditors for
breach of contract
Because the creditors have said that they would be demanding immediate repayment
of monies that the Company judges, for the reasons set out above, it would be
unable to pay, the Company believes that it would have no choice but to commence
insolvency proceedings. The Board believes this is not an acceptable risk for
the Company to take. Accordingly, the Board is recommending shareholders to
vote against the resolutions.
Steps being taken by the Company
Given the Company's obligations under the CRA and the risks if the Resolutions
are passed, the Company is taking what steps it can, before the Resolutions are
put to shareholders, to put the Company in a position where it can implement the
Agreed Restructuring even if the Resolutions are passed.
- Yesterday the Board announced that it was giving notice of an application
for the cancellation of its listing to UKLA to be decided prior to the EGM
- The Board also intends to seek to negotiate and agree a binding extension
to the CRA with creditors, BNFL and Government before the requisitioned EGM
- In accordance with the CRA, the Company will execute a business transfer
agreement, whereby the Company's assets will, conditional on completion
of the Agreed Restructuring becoming effective, be transferred to a new
company which would become an intermediate holding company of the
restructured British Energy group. The Board does not therefore expect
that Resolution 3 will prevent implementation of the Agreed Restructuring.
These steps are intended to minimise the damage that might be caused if these
resolutions are passed.
Adrian Montague, Chairman of British Energy, said:
"The resolutions put forward by Polygon and Brandes threaten to cause a breach
of the Creditor Restructuring Agreement. If that agreement is not implemented,
British Energy risks being forced into administration leaving shareholders with
nothing. It is the Board's duty to ensure that British Energy is protected from
this risk and we are therefore doing everything in our powers to see the
restructuring through."
Contacts:
For further information please contact:
John Searles 01355 262 202 Investor Relations
Andrew Dowler 020 7831 3113 Media enquiries
www.british-energy.com
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Date: September 24, 2004 BRITISH ENERGY PLC
By:____John Searles____
Name: John Searles
Title: Director - Investor Relations