Dignity plc - Issue of Consent Solicitation Document by Dignity Finance PLC

Dignity plc announces that its subsidiary, Dignity Finance PLC (a subsidiary of Dignity (2002) Limited, the holding company of the securitised sub-group of Dignity plc) has today called a meeting of the holders of the Class A Secured Notes, which will be held on 17 September 2010.

Dignity plc announced in its interim results on 30 July 2010 that it was investigating the potential to issue further Secured Notes. The principal purpose of the meeting is for Dignity Finance PLC to obtain certain consents and waivers (the ‘Consent Solicitation’) from the Class A Noteholders in order to facilitate a further issue of Secured Notes. In the event that a further issue of Secured Notes is completed, the Board anticipates that the majority of the proceeds will be returned to shareholders.

The Consent Solicitation has been made available on the terms and subject to the conditions set out in the Consent Solicitation Document. Dignity Finance PLC has discussed the Consent Solicitation with a special committee (the ‘Special Committee’) of the Association of British Insurers (the ‘ABI’) which represents 50.8 per cent of the amount outstanding of the Class A Notes. The members of the Special Committee have examined the Consent Solicitation and have informed Dignity Finance PLC that they find the Consent Solicitation acceptable and that they intend to offer to vote in favour of the Consent Solicitation in respect of all of their holdings of the Class A Notes.

If all the proposals presented to the meeting are approved, the Dignity plc Group will then have the ability to make acquisitions outside of the Securitisation Group provided certain conditions are met and will be able to make changes to some of the administrative provisions of the securitisation, which will allow the Dignity plc Group to operate more efficiently.

The Board of Dignity plc anticipate that, should the Class A Noteholders vote in favour of the proposals at the meeting, Dignity Finance PLC should issue further Class A and Class B Secured Notes. Any decision to issue further Secured Notes will be subject to market conditions prevailing at the time and the issue of a Prospectus by Dignity Finance PLC, as defined in Article 5.4 of Directive 2003/71/EC. There can be no guarantee that further Secured Notes will be issued.

The Group will make further announcements as appropriate.

For more information

Mike McCollum, Chief Executive
Steve Whittern, Finance Director
Dignity plc +44 (0) 121 354 1557

Richard Oldworth
Suzanne Brocks
Christian Goodbody
Buchanan Communications +44 (0) 20 7466 5000

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