12th Dec 2006 08:08
Hiscox Limited12 December 2006 Hiscox Ltd admitted to trading on the London Stock Exchange Hamilton, Bermuda - Following shareholder approval at the Court Meeting andExtraordinary General Meeting of Hiscox plc held on 15 November 2006, the Boardof Hiscox Ltd is pleased to announce that its corporate reorganisation tointroduce a new Bermudian domiciled holding company for the Group (Hiscox Ltd)has today become effective and that the new ordinary shares of Hiscox Ltd havecommenced trading on the London Stock Exchange. The Court Order, made by the High Court on 11 December 2006, sanctioning thescheme of arrangement and associated capital reduction implementing thecorporate reorganisation has today been delivered to the Registrar of Companiesin England and Wales for registration and has been registered. The new ordinaryshares of Hiscox Ltd have been admitted to the Official List of the UK ListingAuthority and to trading on the main market for listed securities, and dealingsin those shares commenced at 8.00 am (GMT) today. Accordingly, the scheme ofarrangement has today become effective in accordance with its terms and thecorporate reorganisation has been completed. Hiscox plc's shares were de-listed from the Official List and from the LondonStock Exchange's main market for listed securities earlier today. The existingdesignation on trading screens of 'HSX' remains unchanged following the listingof 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 topreserve 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 viaa trustee rather than from Hiscox Ltd. Hiscox Ltd will send further details ofthe plan to shareholders and an explanation of how holders of Hiscox Ltd sharesmay 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 [email protected] Hiscox Media Relations, London, UK Sebastian St John Clarke (+44) 207448 6458 [email protected] Rebecca Olejnik (+44) 207448 6332 [email protected] Maitland Suzanne Bartch (+44) 207 379 5151 [email protected] UBS Investment Bank John Woolland (+44) 207 567 8000 [email protected] Lucy Phillips (+44) 207 567 8000 [email protected] N M Rothschild & Sons Jonathan Eddis (+44) 207 280 5000 [email protected] Notes to editors: Unless the context otherwise appears, terms defined in the Hiscox plc schemecircular 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 plcand Hiscox Ltd in connection with the corporate reorganisation and no-one elseand will not be responsible to anyone other than Hiscox plc and Hiscox Ltd forproviding the protections afforded to each of their respective clients or forproviding advice in relation to the corporate reorganisation or any othermatters referred to in this document. Securities may not be offered or sold in the United States unless they areregistered under the Securities Act of 1933, as amended (the "Securities Act")or are exempt from such registration requirements. The Hiscox Ltd shares havenot been and will not be registered under the Securities Act but will be issuedin 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 thesecurities 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 theLondon Stock Exchange. There are three main underwriting parts of the Group -Hiscox Global Markets, Hiscox UK and Europe, and Hiscox International. HiscoxGlobal Markets underwrites mainly internationally traded business in the LondonMarket - 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, businesscustomers and high net worth individuals. Hiscox International includesoperations 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 ExchangeRelated Shares:
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