Delta Lloyd IPO Priced at ?16

RNS Number : 8311B

Aviva PLC

03 November 2009

 



NOT FOR PUBLICATION OR DISTRIBUTION IN THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA

3 November 2009

DELTA LLOYD IPO PRICED AT €16.00 PER SHARE

•     Offer price values Delta Lloyd at €2.65 billion

• Total cash proceeds for Aviva of €1.12 billion* 

• Largest completed IPO in Western Europe this year 

Aviva plc ("Aviva") and Delta Lloyd N.V. ("Delta Lloyd") announce that the offer price for the Initial Public Offering of Delta Lloyd (the "IPO") is €16.00 per share, resulting in a market capitalisation for Delta Lloyd of €2.65 billion.

The IPO will raise total gross cash proceeds of approximately €1.12 billion* (£1.03 billion**) for Aviva, which will be retained by the group and will provide Aviva with greater financial flexibility, including the option to explore balance sheet restructuring and further growth opportunities. The IPO will also enhance the value and liquidity of Aviva's retained stake in Delta Lloyd. 

The IPO was comfortably oversubscribed at the offer price, notwithstanding the volatile market backdrop. Shares have been placed with a broad base of institutional investors and Dutch retail shareholders. Delta Lloyd will begin trading on Euronext Amsterdam today with the ticker 'DL'.

Andrew Moss, group chief executive of Aviva plc, said: "We're pleased with the success of the IPO, which is a significant strategic milestone for Aviva and Delta Lloyd. The size and offer price reflect the strong interest in Delta Lloyd from a wide range of investors. The proceeds from this transaction will give Aviva greater flexibility, including exploring further growth opportunities."

Aviva will retain approximately 57.2%* of the ordinary share capital and 53.0%* of the voting rights in Delta Lloyd.  As the majority shareholder, Aviva will continue to consolidate Delta Lloyd in its financial statements.  As part of the IPO, Aviva and Delta Lloyd have agreed a new corporate governance framework consistent with Dutch market practice.  Aviva will retain the right to nominate two Delta Lloyd Supervisory Board members and will be required to approve any transactions that would result in Aviva's voting rights being diluted below 50%.  

Goldman Sachs International and Morgan Stanley are joint global coordinators for the IPO. Goldman Sachs International, Morgan Stanley, BofA Merrill Lynch, J.P. Morgan and RBS Hoare Govett are joint bookrunners, and ABN AMRO Bank N.V. and Rabo Securities are joint-lead managers for the IPO. 

* Based on a total offering of 63.5 million shares, and including the overallotment option (also referred to as a "greenshoe") which comprises up to 6.35 million of additional shares which members of the underwriting syndicate may place to investors as part of the IPO.

** Based on an exchange rate of £0.92 / €1

This announcement does not constitute a prospectus or an offer or invitation to purchase securities. Any offer to acquire securities pursuant to any proposed offering will be made, and any potential investor should make his investment, solely on the basis of information that is contained in the prospectus. Copies of the prospectus can be obtained at no cost from Delta Lloyd or through the website of Euronext Amsterdam N.V. (Dutch residents only)

This announcement is only addressed to, and directed at, persons in member states of the European Economic Area, other than the Netherlands who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC) ("Qualified Investors"). In the United Kingdom, this announcement is directed only at, Qualified Investors (i) who are persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of The Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), or (ii) persons who are high net worth entities falling within Article 49(2) of the Order, and other persons to whom it may lawfully be communicated. Under no circumstances should persons of any other description rely or act upon the contents of this announcement.  

These materials are not an offer of securities for sale in the United States. The securities to which these materials relate have not been registered under the US Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. There will be no public offering of the securities in the United States.

The IPO and the distribution of this announcement and other information in connection with the IPO in certain jurisdictions may be restricted by law 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. The price and value of the Delta Lloyd shares may go up as well as down. Persons needing advice should contact a professional adviser. Past performance cannot be relied upon as a guide to future performance.

Stabilisation

In connection with the Offering, Morgan Stanley & Co. International plc as Stabilisation Agent, or its agents, on behalf of the Underwriters, may, to the extent permitted by applicable laws, over-allot or effect transactions with a view to supporting the market price of the Ordinary Shares, or any options, warrants or rights with respect to, or other interest in, the Ordinary Shares, if any, or other securities of the Company. These activities may raise or maintain the market price of the Ordinary Shares above independent market levels or prevent or retard a decline in the market price of the Ordinary Shares. Such transactions may be effected on Euronext Amsterdam, in the over-the-counter markets or otherwise. 

The Stabilisation Agent and its agents are not required to engage in any of these activities and, as such, there is no assurance that these activities will be undertaken. Such stabilisation, if commenced, may be discontinued at any time and must be brought to an end within 30 days after the First Trading Date. Save as required by law or regulation, the Stabilisation Agent does not intend to disclose the extent of any stabilisation transactions under the Offering.

None of the Company, the Selling Shareholder or any of the Underwriters makes any representation or prediction as to the direction or the magnitude of any effect that the transactions described above may have on the price of the Ordinary Shares. In addition, none of the Company, the Selling Shareholder or any of the Underwriters makes any representation that the Stabilisation Agent will engage in these transactions or that these transactions, once commenced, will not be discontinued without notice.

The Underwriters may also sell or overallot Ordinary Shares in excess of the Over-Allotment Option up to a maximum of 5% of the total number of Offer Shares, creating a naked short position. The Underwriters must close out any naked short position by purchasing Ordinary Shares in the open market.

- ends -

Enquiries:

Media

Sue Winston, head of group media relations        [phone]

Hayley Stimpson, external affairs director             [phone]

Andrew Reid, head of group media relations        [phone]

Conor McClafferty/Nick Woodruff, Finsbury          [phone]

Analysts

Charles Barrows, investor relations director         [phone]

Susie Yeoh, investor relations manager                [phone]

Notes to editors:

• Aviva is the world's fifth largest# insurance group, serving 50 million customers across Europe, North America and Asia Pacific. 

• Aviva's main business activities are long-term savings, fund management and general insurance, with worldwide total sales of £51.4 billion and funds under management of £381 billion at 31 December 2008.  

• Aviva is the largest insurance services provider in the UK and one of the leading providers of life and pension products in Europe.  

• Delta Lloyd Group is a financial services provider offering life insurance, general insurance, fund management and banking products and services.  Delta Lloyd Group's target markets are the Netherlands and Belgium. In the Netherlands it mainly operates under the brand names of Delta Lloyd, OHRA and ABN AMRO Insurance, in Belgium under the Delta Lloyd brand. The Delta Lloyd Group executive team is led by Niek Hoek, CEO, and Peter Kok, CFO.

• As at 30 June 2009, Delta Lloyd contributed €2,698 million (£2,285 million) to Aviva group MCEV net assets and €3,727 million (£3,156 million) to group IFRS net assets. These amounts are stated net of minority interests and before adjustment for the conversion of Aviva and Fonds NutsOhra subordinated debt into new Delta Lloyd equity share capital (€206 million and €22 million respectively).

• As at 30 June 2009, Delta Lloyd also contributed £53.8 billion to Aviva group IFRS total assets. 

• For the six months ended 30 June 2009, Delta Lloyd contributed £178 million to Aviva group IFRS operating profit before tax and an IFRS net profit after tax of £222 million. For the year ended 31 December 2008, Delta Lloyd contributed £287 million to group IFRS operating profit before tax and an IFRS net loss after tax of £178 million.

• As a term of the IPO, the litigation begun by Delta Lloyd against Aviva, in relation to which an appeal is pending in the Amsterdam Court of Appeals, will be discontinued. 

• The Aviva media centre at www.aviva.com/media includes images, company and product information and a news release archive.

#based on gross worldwide premiums at 31 December 2008

 

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