Hiscox Limited
12 December 2006
Hiscox Ltd admitted to trading on the London Stock Exchange
Hamilton, Bermuda - Following shareholder approval at the Court Meeting and
Extraordinary General Meeting of Hiscox plc held on 15 November 2006, the Board
of Hiscox Ltd is pleased to announce that its corporate reorganisation to
introduce a new Bermudian domiciled holding company for the Group (Hiscox Ltd)
has today become effective and that the new ordinary shares of Hiscox Ltd have
commenced trading on the London Stock Exchange.
The Court Order, made by the High Court on 11 December 2006, sanctioning the
scheme of arrangement and associated capital reduction implementing the
corporate reorganisation has today been delivered to the Registrar of Companies
in England and Wales for registration and has been registered. The new ordinary
shares of Hiscox Ltd have been admitted to the Official List of the UK Listing
Authority and to trading on the main market for listed securities, and dealings
in those shares commenced at 8.00 am (GMT) today. Accordingly, the scheme of
arrangement has today become effective in accordance with its terms and the
corporate reorganisation has been completed.
Hiscox plc's shares were de-listed from the Official List and from the London
Stock Exchange's main market for listed securities earlier today. The existing
designation on trading screens of 'HSX' remains unchanged following the listing
of Hiscox Ltd and Hiscox Ltd has replaced Hiscox plc as a member of the FTSE
250.
Hiscox Ltd will put in place a dividend access mechanism which is designed to
preserve the current UK tax treatment of UK-resident shareholders in relation
to dividends to be paid by Hiscox Ltd. Under this dividend access mechanism,
holders of Hiscox Ltd shares may elect to be paid dividends from Hiscox plc via
a trustee rather than from Hiscox Ltd. Hiscox Ltd will send further details of
the plan to shareholders and an explanation of how holders of Hiscox Ltd shares
may elect to receive dividends from Hiscox plc in the near future.
Ends
For further information please contact:
Hiscox Ltd, Hamilton, Bermuda
Robin Mehta (+1) 441 278 8320 robin.mehta@hiscox.bm
Hiscox Media Relations, London, UK
Sebastian St John Clarke (+44) 207448 6458 sebastian.clarke@hiscox.com
Rebecca Olejnik (+44) 207448 6332 rebecca.olejnik@hiscox.com
Maitland
Suzanne Bartch (+44) 207 379 5151 sbartch@maitland.co.uk
UBS Investment Bank
John Woolland (+44) 207 567 8000 john.woolland@ubs.com
Lucy Phillips (+44) 207 567 8000 lucy.phillips@ubs.com
N M Rothschild & Sons
Jonathan Eddis (+44) 207 280 5000 jonathan.eddis@rothschild.co.uk
Notes to editors:
Unless the context otherwise appears, terms defined in the Hiscox plc scheme
circular dated 23 October 2006 have the same meaning in this announcement.
Each of UBS Limited and N M Rothschild & Sons Limited is acting for Hiscox plc
and Hiscox Ltd in connection with the corporate reorganisation and no-one else
and will not be responsible to anyone other than Hiscox plc and Hiscox Ltd for
providing the protections afforded to each of their respective clients or for
providing advice in relation to the corporate reorganisation or any other
matters referred to in this document.
Securities may not be offered or sold in the United States unless they are
registered under the Securities Act of 1933, as amended (the "Securities Act")
or are exempt from such registration requirements. The Hiscox Ltd shares have
not been and will not be registered under the Securities Act but will be issued
in reliance on the exemption provided by Section 3(a)(10) thereof. In addition,
the Hiscox Ltd shares have not been and will not be registered under the
securities laws of any state of the United States but will be issued pursuant
to available exemptions from state law registration requirements. Neither the
SEC nor any US state securities commission has reviewed or approved this
document, the scheme of arrangement or the Hiscox Ltd shares. Any
representation to the contrary is a criminal offence in the United States.
About Hiscox
Hiscox, headquartered in Bermuda, is a specialist insurance group listed on the
London Stock Exchange. There are three main underwriting parts of the Group -
Hiscox Global Markets, Hiscox UK and Europe, and Hiscox International. Hiscox
Global Markets underwrites mainly internationally traded business in the London
Market - generally large or complex business which needs to be shared with
other insurers or needs the international licences of Lloyd's. Hiscox UK and
Hiscox Europe offer a range of specialist insurance for professionals, business
customers and high net worth individuals. Hiscox International includes
operations in Bermuda, Guernsey and Hiscox USA.
For further information, visit www.hiscox.com
This information is provided by RNS
The company news service from the London Stock Exchange
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