Statement regarding Hardy Und

RNS Number : 5327U

Beazley PLC

18 October 2010

 



18 October 2010

Beazley plc

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION.

Statement regarding Hardy Underwriting Bermuda Limited ("Hardy")

Beazley plc ("Beazley") announces that it made an indicative proposal on 6 October 2010 to the board of Hardy regarding a possible offer for the entire issued and to be issued share capital of Hardy (the "Proposal"). 

The Proposal indicated a possible offer for the entire issued and to be issued share capital of Hardy of 300 pence per share in cash, funded from Beazley's existing internal resources.  The Proposal is subject to a limited number of pre-conditions including confirmatory due diligence.  The Proposal represents:

§ A 36 per cent. premium to the closing Hardy share price on 5 October 2010, being the last day prior to the submission of the Proposal to the board of Hardy;

§ A 34 per cent. premium to the volume-weighted average Hardy share price over the three months prior to the submission of the Proposal to the board of Hardy; and

§ A multiple of over 1.2 times Hardy's 30 June 2010 fully diluted net tangible assets per share. 

Beazley believes that the two groups are highly compatible.  Both have well-regarded underwriting teams, renowned track records of profitability and a shared objective to develop a diverse speciality insurance franchise. 

On 11 October 2010, Beazley received a letter from the board of Hardy, dated 8 October 2010, rejecting the Proposal.  Beazley is surprised and disappointed by the board of Hardy's outright rejection of its Proposal. 

Beazley remains committed to establishing a constructive dialogue with Hardy's board and shareholders with the intention of agreeing a recommended transaction.  To this end, Beazley is announcing the Proposal as a means of advancing that process. 

There is no certainty that Beazley will take any further action or that any offer will be forthcoming, and Beazley expressly reserves the right to withdraw its interest in making an offer or to make an offer on less favourable terms than those set out in this announcement.

For further information:

Finsbury               Tel: [phone]

Don Hunter

James Fearnley

This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire subscribe for sell or otherwise dispose of, any securities or the solicitation of any vote or approval in any jurisdiction. Any offer will be made solely by certain offer documentation which will contain the full terms and conditions of any offer. This announcement has been prepared in accordance with English law and information disclosed may not be the same as that which would have been prepared in accordance with the laws of jurisdictions outside of the United Kingdom.

The distribution of this announcement in jurisdictions other than the United Kingdom and the availability of any offer to Hardy shareholders who are not resident in the United Kingdom may be affected by the laws of the relevant jurisdictions. Therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom or Hardy shareholders who are not resident in the United Kingdom will need to inform themselves about, and observe any applicable requirements.

Note to editors:

Beazley plc (BEZ.L), is the parent company of specialist insurance businesses with operations in Europe, the US, Asia and Australia.  Beazley manages five Lloyd's syndicates and, in 2009, underwrote gross premiums worldwide of £1,115.5 million.  All Lloyd's syndicates are rated A by A.M. Best.

Beazley's underwriters in the United States focus on writing a range of specialist insurance products.  In the admitted market, coverage is provided by Beazley Insurance Company, Inc., an A.M. Best A rated carrier licensed in all 50 states.  In the surplus lines market, coverage is provided by the Beazley syndicates at Lloyd's.

Beazley is a market leader in many of its chosen lines, which include professional indemnity, property, marine, reinsurance, accident and life, and political risks and contingency business.

For more information please go to: www.beazley.com

 

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