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Exercise of Over-allotment Option

8th Apr 2013 18:00

RNS Number : 8562B
esure Group plc
08 April 2013
 



NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE DIRECTLY OR INDIRECTLY IN OR INTO THE UNITED STATES OF AMERICA, CANADA, JAPAN OR AUSTRALIA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.

 

8 April 2013

esure Group plc

Exercise of Over-allotment Option

 

esure Group plc ("esure" or the "Company") today confirms that, in connection with its initial public offering of ordinary shares (the "Offer"), J.P. Morgan Securities plc, as stabilising manager, has exercised the over-allotment option granted by Tosca Penta Investments LP in respect of 31,263,103 ordinary shares in the Company (the "Over-allotment Shares"). The Over-allotment Shares will be sold at the offer price of 290 pence per share.

Including the exercise of the over-allotment option, the total size of the Offer was 239,683,793 ordinary shares, in total representing 57.5 per cent of the 416,841,380 ordinary shares of the Company currently in issue.

 

 

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

 

 

* * *

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.

* * *

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 Conduct 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 (as defined in the prospectus issued by esure on 8 March 2013 (the "Prospectus")) 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 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.

* * *

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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