30th Jun 2010 07:00
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (DIRECTLY OR INDIRECTLY) IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO THE SAME WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.
The NIL PAID RIGHTS, THE FULLY PAID RIGHTS, THE PROVISIONAL ALLOTMENT LETTERS and the NEW ORDINARY SHARES (COLLECTIVELY, THE "sECURITIES") have not been, and will not be, registered under the United States Securities Act of 1933, as amended, and may not be offered or sold, TAKEN UP, EXERCISED, RESOLD, RENOUNCED TRANSFERRED OR DELIVERED in the United States unless they are registered under applicable law or exempt from registration. The Company does not intend to register any portion of the Rights Offer in the United States or to conduct a public offering of THE securities in the United States. Any offering of securities will be made by means of THE prospectus that may be obtained from the Company SUBJECT TO CERTAIN EXCEPTIONS and WHICH containS detailed information about the Company and management as well as financial statements. No money, securities or other consideration is being solicited and, if sent in response to the information contained herein, will not be accepted. The Company will not be registered under the US Investment Company Act of 1940, as amended, and investors will not be entitled to the benefits of the Act.
30 June 2010
For immediate release
Resolution Limited ("Resolution" or the "Company")
PROPOSED ACQUISITION OF AXA's UK LIFE BUSINESS AND ASSOCIATED RIGHTS ISSUE - PUBLICATION OF PROSPECTUS, POSTING OF CIRCULAR AND RESUMPTION OF SHARE TRADING
Further to the announcement on 24 June 2010 regarding the proposed acquisition of AXA's UK Life Business by Resolution and the associated Rights Issue and Share Consolidation (the "Transaction"), Resolution confirms that copies of the Prospectus in relation to the Transaction are now available, subject to certain restrictions, on the Resolution Limited website by visiting the Investor Relations page at www.resolution.gg.
The Prospectus has been submitted to the UK Listing Authority and is available for inspection by the public at the UK Listing Authority's Document Viewing Facility which is situated at: Financial Services Authority, 25 The North Colonnade, Canary Wharf, London E14 5HS (Tel: 020 7066 1000).
Copies of the Circular will be posted to Shareholders, and will also made available on Resolution Limited's website and at the UKLA's Document Viewing Facility as above, later today.
Both the Prospectus and the Circular will be available until Re-admission from the registered office of the Company at Trafalgar Court, Les Banques, St. Peter Port, Guernsey GY1 3QL, Channel Islands, during normal business hours on any weekday (Saturdays, Sundays and public holidays excepted).
The existing shares in the Company, which have been suspended from trading, are expected to recommence trading from 8.00 am today, Wednesday 30 June 2010.
An anticipated timetable in respect of the Rights Issue is included in the appendix hereto.
All terms defined in the 24 June 2010 announcement and in the Prospectus shall have the same meaning in this announcement.
ENQUIRIES:
Investors / analysts |
|
Mike Biggs, Resolution Limited |
+44 (0)1481 745 368 |
John Tiner, Resolution Operations LLP |
+44 (0)20 3372 2948 |
Neil Wesley, Resolution Operations LLP |
+44 (0)20 3372 2928 |
Media |
|
Alex Child-Villiers, Temple Bar Advisory |
+44 (0)20 7002 1080 |
Structuring Adviser and Syndicate Manager |
|
Elizabeth Gilbert, Resolution Financial Markets LLP Jon Hack, Resolution Financial Markets LLP |
+44 (0)20 3372 2900 |
Joint Financial Adviser, Joint Underwriter, Joint Bookrunner, Sponsor and Joint Corporate Broker to the Transaction |
|
Joshua Critchley, RBC Capital Markets Matthew Coakes, RBC Capital Markets Martin Eales, RBC Capital Markets |
+44 (0)20 7653 4000 |
Joint Financial Adviser, Joint Underwriter, Joint Bookrunner and Joint Corporate Broker to the Transaction |
|
Jim Renwick, Barclays Capital Richard Boath, Barclays Capital Stefano Marsaglia, Barclays Capital Mark Warham, Barclays Capital |
+44 (0)20 7623 2323 |
Resolution Operations LLP
Resolution Operations LLP is a privately owned advisory and operating firm which provides services to Resolution Limited. Resolution Operations LLP is part of the Resolution Group that also includes Resolution Capital Limited and Resolution Financial Markets LLP. Resolution Capital Limited facilitated the creation and initial public offering of Resolution Limited.
Resolution Financial Markets LLP undertakes for Resolution Operations LLP a range of activities that include working with investors to facilitate the direct placing of equity and debt with institutions.
Resolution Operations LLP is acting for the Company and no one else in connection with the matters referred to in this announcement and will not regard any other person (whether or not a recipient of this announcement) as a client in relation to such matters and will not be responsible to anyone other than the Company for providing the protections afforded to its clients or for providing advice in relation to any matters referred to in this announcement.
RBC Capital Markets and Barclays Capital
Each of Royal Bank of Canada Europe Limited (trading as RBC Capital Markets) and Barclays Capital (the investment banking division of Barclays Bank PLC) are authorised and regulated in the United Kingdom by the FSA, and are acting for the Company and no one else in connection with the Acquisition and the Rights Issue and will not regard any other person (whether or not a recipient of this Announcement) as a client in relation to the Acquisition or the Rights Issue and will not be responsible to anyone (whether or not a recipient of this Announcement) other than the Company for providing the protections afforded to their respective clients or for providing advice in relation to the Acquisition or the Rights Issue or any other matter referred to in this Announcement.
Important Notice
This announcement is an advertisement and not a prospectus and investors should not subscribe for or purchase any shares referred to in this announcement except on the basis of information in the Prospectus published by the Company in relation to any matters referred to in this announcement in connection with the admission of the ordinary shares in the capital of the Company for the Official List of the Financial Services Authority and to trading on London Stock Exchange plc's main market for listed securities. The Prospectus is available from the Company's website, subject to certain restrictions, on the Investor Relations page at www.resolution.gg
Related Shares:
FLG.L