Disposal

St. James's Place Capital PLC 01 July 2004 1st July 2004 Disposal of LAHC St. James's Place Capital plc ('SJPC'), the wealth management group, today announces the disposal of its entire shareholding in Life Assurance Holding Corporation Limited ('LAHC') to Swiss Re. The shareholders of LAHC have entered into an agreement to sell 100% of the share capital of LAHC to Swiss Re for £333.1 million before costs, payable in cash. The transaction is subject to regulatory approval and completion is expected in the third quarter of 2004. SJPC will receive total proceeds of £78.2 million, of which £66.5 million will be received on completion and the balance of £11.7 million will be held in an interest bearing escrow account against certain indemnities. If not required, the escrow account monies will be released over a period of three years following completion as detailed in the sale agreement. SJPC will report a profit on disposal of £28 million in the second half of the year as detailed below: £'m £'m ------- ------- Gross proceeds 78.2 Less Current carrying value of LAHC 31.6 Provision for warranty claims* 16.5 Transaction costs 2.1 (50.2) ------- Profit 28.0 ======= *A provision of £16.5 million has been established for possible claims under the transaction warranties and indemnities for which SJPC has a maximum potential liability of £22.4 million (inclusive of the £11.7 million held in escrow). To the extent provisions are not required, these will be released and SJPC will report further profit on the disposal. SJPC has received preliminary Inland Revenue clearance that the disposal qualifies for Capital Gains Tax exemption under Schedule 7AC TCGA 1992 and hence the proceeds are expected to be non-taxable. LAHC, which acquires and manages closed life funds, is treated in the accounts of SJPC as an investment and at 31 December 2003 the carrying value of the holding was £31.6 million and SJPC's results for 2003 included a £3.4 million pre-tax contribution from LAHC. After repaying outstanding debt SJPC will utilise the remainder of the net proceeds to provide additional capital resources for the future growth of the Group. JP Morgan advised LAHC and its shareholders on the transaction. Sir Mark Weinberg, Chairman, commented 'We have made it clear for some time that, although we regarded LAHC as a good business, it did not relate in any way to our core business of wealth management and that we were seeking to dispose of our holding. By selling the shares at a price which gives us a good return on the money we invested, we have realised funds which will increase the capital available for expansion of our core business.' Enquiries: ------------ Nitya Bolam, Brunswick Tel: 020 7404 5959 Notes to Editors: ------------------ Life Assurance Holding Corporation ----------------------------------- Life Assurance Holding Corporation was established in December 1994 to play a role in the consolidation of the UK life assurance industry by acquiring, integrating and rationalising life assurance companies and portfolios. Companies acquired included GAN Life Holdings and Crown Financial Management. This information is provided by RNS The company news service from the London Stock Exchange
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