27th Mar 2013 08:17
NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA
This announcement is not for distribution, directly or indirectly, in or into the United States of America (including its territories and possessions, any state of the United States of America and the District of Columbia) (the "United States"), Australia, Canada, Japan or other excluded territories. This announcement does not constitute, or form part of, an offer to sell, or a solicitation of an offer to purchase, any securities in the United States, Australia, Canada, Japan or other excluded territories. The securities of esure have not been and will not be registered under the U.S. Securities Act of 1933 (the "Securities Act") and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The securities referred to herein have not been registered under the applicable securities laws of Australia, Canada or Japan and, subject to certain exceptions, may not be offered or sold within Australia, Canada or Japan or to any national, resident or citizen of Australia, Canada or Japan. The distribution of this announcement in other jurisdictions may be restricted by law and persons into whose possession this announcement comes should inform themselves about, and observe, such restrictions.
27 March 2013
esure Group plc
Admission to trading on the London Stock Exchange
Further to its announcement on 22 March 2013, esure Group plc ("esure" or the "Company") is pleased to announce that its ordinary share capital of 416,841,380 has today been admitted to the premium listing segment of the Official List of the UK Listing Authority and to trading on the London Stock Exchange's main market for listed securities under the ticker "ESUR".
Enquiries
esure Group plc Tel: 01737 641000
Adrian Webb, Head of Corporate Communications
Citigate Dewe Rogerson Tel: 020 7638 9571
Chris Barrie, Andrew Hey, Grant Ringshaw
Deutsche Bank Tel: 020 7545 8000
Tadhg Flood, Michael Lamb, Lorcan O'Shea
J.P. Morgan Cazenove Tel: 020 7742 4000
Conor Hillery, Piers Davison, James Taylor
Canaccord Genuity Tel: 020 7523 8350
Roger Lambert, Bruce Garrow
Numis Securities Tel: 020 7260 1000Oliver Hemsley, Charles Farquhar, Robert Bruce
NOTES TO EDITORS
Defined terms used in these notes to editors have the same meanings given to such terms in the Prospectus published by esure on 8 March 2013.
esure Overview
esure Group plc is a UK-focused personal lines insurer founded in 2000 by Peter Wood, the foremost general insurance entrepreneur in the UK and the Group's Chairman. The Group also owns 50 per cent of top-four UK insurance price comparison website, Gocompare.com. The Group has established a strong platform for growth and a track record of profitability. The Group has achieved this against a backdrop of challenging market conditions through a disciplined and conservative approach to its motor underwriting business, the application of the same philosophy in growing its home underwriting business, and a strong focus on generating revenues from associated activities such as the sale of additional insurance products alongside its core motor and home insurance policies and, more recently, the development of its branded broker services. These associated activities offer higher returns on capital employed and another source of cash generation that, together with the home underwriting business, are part of a wider diversification strategy aimed at reducing the Group's exposure to the cyclicality of the motor insurance market.
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Neither this announcement nor any copy of it may be made or transmitted into the United States, or distributed, directly or indirectly, in the United States. Neither this announcement nor any copy of it may be taken or transmitted into Australia, Canada or Japan or to any persons in any of those jurisdictions, except in compliance with applicable securities laws. Any failure to comply with this restriction may constitute a violation of United States, Australian, Canadian or Japanese securities laws. The distribution of this announcement in other jurisdictions may be restricted by law and persons into whose possession this announcement comes should inform themselves about, and observe, any such restrictions. The securities referred to herein have not been registered under the applicable securities laws of the United States, Canada, Australia or Japan and, subject to certain exceptions, may not be offered or sold within the United States, Canada, Australia or Japan or to any national, resident or citizen of the United States, Canada, Australia or Japan.
In particular, this announcement and the information contained herein are not for distribution (directly or indirectly) in or into the United States or other excluded territories. This announcement does not constitute, or form part of, an offer to sell, or a solicitation of an offer to purchase, any securities in the United States, Australia, Canada or Japan or in any jurisdiction to whom or in which such offer or solicitation is unlawful.
The securities of esure have not been and will not be registered under the Securities Act and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Subject to certain exceptions, the shares referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan.
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The information in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. This announcement does not constitute or form part of any offer or invitation to sell or issue, or any solicitation of any offer to purchase or subscribe for any shares or any other securities nor shall it (or any part of it) or the fact of its distribution, form the basis of, or be relied on in connection with, any contract therefore.
This announcement does not constitute a recommendation concerning the Offer. The price and value of securities can go down as well as up. Past performance is not a guide to future performance. Information in this announcement or any of the documents relating to the Offer cannot be relied upon as a guide to future performance.
Deutsche Bank, J.P. Morgan Cazenove, Canaccord Genuity and Numis Securities (together, the "Underwriters"), all of which are authorised and regulated in the United Kingdom by the Financial Services Authority, are acting exclusively for esure and no-one else in connection with the Offer. They will not regard any other person as their respective clients in relation to the Offer and will not be responsible to anyone other than esure for providing the protections afforded to their respective clients, nor for providing advice in relation to the Offer, the contents of this announcement or any transaction, arrangement or other matter referred to herein.
In connection with the Offer, each of Deutsche Bank, J.P. Morgan Cazenove, Canaccord Genuity and Numis Securities and any of their respective affiliates, acting as investors for their own accounts, may subscribe for or purchase Shares and in that capacity may retain, purchase, sell, offer to sell or otherwise deal for their own accounts in such Shares and other securities of esure or related investments in connection with the Offer or otherwise. Accordingly, references in the Prospectus, once published, to the Shares being issued, offered, subscribed, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing by the Underwriters or any of their respective affiliates acting as investors for their own accounts. The Underwriters do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so. In addition, in connection with the Offer, certain of the Underwriters may enter into financing arrangements with investors, such as share swap arrangements or lending arrangements where Shares are used as collateral, that could result in such Underwriters acquiring shareholdings in the Company.
None of Deutsche Bank, J.P. Morgan Cazenove, Canaccord Genuity or Numis Securities or any of their respective affiliates or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to esure, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available, or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.
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In connection with the Offer, J.P. Morgan Cazenove, as stabilising manager, or any of its agents, may (but will be under no obligation to), to the extent permitted by applicable law, over-allot Shares or effect other transactions with a view to supporting the market price of the shares at a higher level than that which might otherwise prevail in the open market. J.P. Morgan Cazenove will not be required to enter into such transactions and such transactions may be effected on any stock market, over-the-counter market, stock exchange or otherwise and may be undertaken at any time during the period commencing on the date of the commencement of conditional dealings of the Shares on the London Stock Exchange and ending no later than 30 calendar days thereafter. However, there will be no obligation on J.P. Morgan Cazenove or any of its agents to effect stabilising transactions and there is no assurance that stabilising transactions will be undertaken. Such stabilising measures, if commenced, may be discontinued at any time without prior notice. In no event will measures be taken to stabilise the market price of the Shares above the offer price. Save as required by law or regulation, neither J.P. Morgan Cazenove nor any of its agents intends to disclose the extent of any over-allotments made and/or stabilisation transactions conducted in relation to the Offer.
Related Shares:
Esure Group