15th Nov 2006 13:08
Hiscox PLC15 November 2006 Hiscox plc Hiscox plc shareholders approve proposed corporate reorganisation On 23 October 2006, Hiscox plc ("Hiscox") posted a circular to shareholderssetting out details of a corporate reorganisation to introduce a new Bermudiandomiciled holding company for the Group ("Hiscox Ltd") to be implemented by wayof a scheme of arrangement under section 425 of the Companies Act 1985 (the"Scheme"). A prospectus in relation to the proposed admission to the OfficialList and to trading on the London Stock Exchange of the shares in Hiscox Ltd wasalso sent to shareholders. Hiscox is pleased to announce that its shareholdersapproved the proposed corporate reorganisation at a Court Meeting andExtraordinary General Meeting held today. Of the votes cast at the Court Meeting, 99.99% were in favour of the corporatereorganisation and 0.01% were against. At the Extraordinary General Meeting, theresolution was passed unanimously by shareholders in attendance, having receivedvalid proxies representing 98.5% votes in favour and 1.5% votes against theresolution. Accordingly, the corporate reorganisation has been approved byshareholders. Subject to the High Court sanctioning the Scheme on 11 December 2006 and theScheme becoming effective, it is expected that the shares in Hiscox Ltd will beadmitted to trading on the London Stock Exchange on 12 December 2006. Hiscoxintends to make an announcement on 12 December 2006 confirming this event andcompletion of the corporate reorganisation. Enquiries: Hiscox plcRobert Hiscox Chairman 020 7448 6011Bronek Masojada Chief Executive 020 7448 6012Stuart Bridges Finance Director 020 7448 6013Rebecca Olejnik Corporate Communications 020 7448 6332 MaitlandSuzanne Bartch 020 7379 5151 Notes to editors: About the Hiscox Group The Hiscox Group is a specialist insurance group listed on the London StockExchange. The Group operates through six insurance underwriting divisions:Hiscox Global Markets, Hiscox UK, Hiscox Europe, Hiscox Guernsey, Hiscox USA andHiscox Bermuda. In its unaudited consolidated interim results for the six months to 30 June2006, the Hiscox Group reported gross premiums written of £625.1 million. As at30 June 2006, the Group's net asset value was £588.4 million. Unless the context otherwise appears, terms defined in the Hiscox Schemecircular dated 23 October 2006 have the same meaning in this announcement. 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 toavailable exemptions from state law registration requirements. Neither the SECnor any US state securities commission has reviewed or approved this document,the Scheme or the Hiscox Ltd shares. Any representation to the contrary is acriminal offence in the United States. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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