Re Xchanging Broking Services

28 September 2011

Xchanging plc

Xchanging gains full control of Xchanging Broking Services Enterprise Partnership as Aon exercises put option

Xchanging plc ('Xchanging'), the business process and technology services provider and integrator, announces that, under the terms of its Enterprise Partnership Shareholders' Agreement ("Shareholders' Agreement") with Aon Limited ("Aon"), Aon has exercised the put option it holds to transfer its entire shareholding in Xchanging Broking Services Limited to Xchanging, giving Xchanging 100% ownership. The transfer is effective from today.

Under the terms of the Shareholders' Agreement, Xchanging will pay Aon a consideration of £10 million for their 50% shareholding. This will be paid in two instalments with the first instalment of £4 million due [upon signing/today] and the second instalment of £6 million due in a year's time. In addition, Xchanging will pay Aon a £540,000 finance charge with the second instalment.

The Enterprise Partnership, Xchanging Broking Services, was originally formed in 2006 to provide services for insurance broking firms including the processing of insurance policies and claims. Xchanging's service contract with Aon is unaffected by the exercise of the option.

Ken Lever, Chief Executive, commented:

"We are pleased our relationship with Aon, a valued customer, will continue through our service contract with them following change of control of the Enterprise Partnership. As we set out in our Four Part Action Plan, simplifying our overall business structure is one of our objectives. Gaining 100% ownership of Xchanging Broking Services contributes towards this objective."

Enquiries

Xchanging plc Tel: +44 (0) 207 780 6999

Ken Lever, Chief Executive

Maitland Tel: +44 (0) 207 379 5151

Neil Bennett

George Hudson

Emma Burdett

About Xchanging

Xchanging is a business process and technology service provider and integrator specialising in Financial Services, Insurance Services, Technology and Procurement, with pervasive processing skills and capabilities applicable to other vertical industry and market sectors.

www.xchanging.com 

Cautionary Statement: 

This announcement contains forward-looking statements that are based on current expectations or beliefs, as well as assumptions about future events. These forward-looking statements can be identified by the fact that they do not relate only to historical or current facts. Forward-looking statements often use words such as anticipate, target, expect, estimate, intend, plan, goal, believe, will, may, should, would, could, is confident, or other words of similar meaning. Undue reliance should not be placed on any such statements because they speak only as at the date of this document and, by their very nature, they are subject to known and unknown risks and uncertainties and can be affected by other factors that could cause actual results, and Xchanging's plans and objectives, to differ materially from those expressed or implied in the forward-looking statements.

There are a number of factors which could cause actual results to differ materially from those expressed or implied in forward-looking statements. Among the factors that could cause actual results to differ materially from those described in the forward-looking statements are; increased competition, the loss of or damage to one or more key customer relationships, changes to customer ordering patterns, delays in obtaining customer approval or price level changes, the failure of one or more key suppliers, the outcome of business or industry restructuring, the outcome of any litigation, changes in economic conditions, currency fluctuations, changes in interest and tax rates, changes in raw material or energy market prices, changes in laws, regulations or regulatory policies, developments in legal or public policy doctrines, technological developments, the failure to retain key management, or the key timing and success of future acquisition opportunities or major investment projects.