14th Dec 2006 09:29
Innovation Group PLC14 December 2006 For Immediate Release 14 December 2006 FOR PUBLICATION IN THE UNITED KINGDOM ONLY. NOT FOR RELEASE, PUBLICATION ORDISTRIBUTION INTO ANY OTHER JURISDICTION INCLUDING THE UNITED STATES, AUSTRALIA,CANADA, JAPAN, NEW ZEALAND OR SOUTH AFRICA, OR IN OR INTO ANY OTHER JURISDICTIONWHERE THE EXTENSION OR AVAILABILITY OF THE RIGHTS ISSUE WOULD BREACH ANYAPPLICABLE LAW OR REGULATION. The Innovation Group plc Results of Rights Issue and successful placement of rump The Innovation Group plc (the "Company") announces that the 2 for 5 Rights Issueof up to 180,600,771 New Ordinary Shares at 21 pence per share as detailed inthe Prospectus dated 3 November 2006, closed for acceptance at 11:00 a.m. on 13December 2006. The Company received valid acceptances in respect of 171,335,263 New OrdinaryShares from Qualifying Shareholders, which represents an aggregate take-up ofapproximately 94.87 per cent. It is expected that the New Ordinary Shares in uncertificated form will becredited to CREST accounts on 14 December 2006 and that definitive sharecertificates in respect of New Ordinary Shares in certificated form will bedispatched to shareholders by 20 December 2006. Hoare Govett has procured subscribers for the remaining 9,265,209 New OrdinaryShares for which valid acceptances were not received (having taken into account299 New Ordinary Shares relating to fractional entitlements of QualifyingShareholders which were not allotted), at a price of 28 pence per New OrdinaryShare. Accordingly sub-underwriters will not be required to subscribe for anyNew Ordinary Shares. The net proceeds from the placing by Hoare Govett, after deduction of the IssuePrice of 21 pence per New Ordinary Share and the expenses of procuringsubscribers (including any related value added tax), will, save for amounts lessthan £5, be paid to those persons whose rights have lapsed in accordance withthe terms of the Rights Issue, pro rata to their lapsed provisional allotmentsin accordance with the terms of the Rights Issue. Completion of the Acquisition of FNS is expected to take place by 22 December2006, and a further announcement will be made in due course. Capitalised terms used but not otherwise defined in this announcement shall havethe same definitions used in the Prospectus dated 3 November 2006 unless thecontext otherwise requires.Enquiries: The Innovation Group plcHassan Sadiq, Group Chief Executive Tel: 01489 898300Paul Smolinski, Group Finance Director Hoare Govett Limited (sole financial adviser, sponsor, broker and lead manager) Justin Jones Tel: 020 7678 8000Alexander GartonJohn Garrad-Cole Smithfield (public relations)Sara Musgrave Tel: 020 7360 4900Tania Wild Information on The Innovation Group The Group provides outsourcing services and software solutions to insurers andother risk carriers through its international network of offices. The Group hasassembled a portfolio of important assets comprising a set of software-ledbusiness processes for the handling of the breadth of the administrativeprocesses of insurers and risk carriers, including back office functions such asclaims management and sales, as well as software technology for both policy andclaims administration that can be both utilised in connection with the Group'soutsourcing operations and implemented on a stand-alone basis. The Groupprovides its services on a non-branded basis and does not perform underwritingfunctions. The Group has offices in the United Kingdom, Continental Europe, South Africa,Japan, Australia and North America, and delivers services for some of thelargest insurance businesses in the world, including Aviva, Auto Club ofSouthern California, Ford Motor Company of South Africa, Toyota (South Africa),Halifax General Insurance, The Insurance Australia Group, Jaguar Drive Plan(South Africa), AXA Insurance, Sonpo 24 Insurance (Japan) and Zurich (UK). Information on FNS FNS is a leading provider of claim-reporting outsourcing services and softwareto the property and casualty insurance market in the US. FNS's principal focusis on handling, on behalf of its clients, the first notice of loss made by aninsurance company customer of a claim or potential claim. FNS currentlyprocesses approximately 2 million claims a year and makes 10 million outbounddistributions on behalf of its client base, which comprises over 100 insuranceclients, including carriers, third party administrators and self insuredbusinesses. General This announcement has been issued by, and is the sole responsibility of, TheInnovation Group plc. Hoare Govett Limited, which is authorised and regulated in the United Kingdom bythe Financial Services Authority, is acting as sole financial adviser, sponsor,broker and lead manager to the Company and no one else in connection with theAcquisition and the Rights Issue, and will not be responsible to anyone otherthan the Company for providing the protections afforded to its clients or forproviding advice in relation to the Acquisition, the Rights Issue or any othermatters referred to in this announcement. THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF ANOFFER TO ACQUIRE NEW ORDINARY SHARES, NIL PAID RIGHTS, FULLY PAID RIGHTS ORPALS OR TO TAKE UP ENTITLEMENTS TO NIL PAID RIGHTS IN ANY JURISDICTION IN WHICH SUCH AN OFFER OR SOLICITATION IS UNLAWFUL AND THE RIGHTS ISSUE IS NOT BEING MADETO SHAREHOLDERS IN THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND ORSOUTH AFRICA. The distribution of this announcement and/or the transfer of New Ordinary Sharesand/or existing Ordinary Shares may be restricted by law and therefore personsinto whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with any suchrestrictions may constitute a violation of the securities laws of any suchjurisdictions. In particular, subject to certain exceptions, this announcementshould not be distributed, forwarded to or transmitted in or into the UnitedStates, Australia, Canada, Japan, New Zealand or South Africa, or in or intoany other jurisdiction where the extension or availability of the Rights Issuewould breach any applicable law or regulation. No offer, invitation or inducement to acquire shares or other securities in theCompany pursuant to the proposed Rights Issue is being made by or in connectionwith this announcement in any jurisdiction whatsoever (including, without limitation, the United States). Any offer, invitation or inducement to acquireshares or other securities in the Company pursuant to the proposed Rights Issuewas made solely by means of the Prospectus dated 3 November 2006, and any decision to keep, buy or sell shares or other securities in the Company shouldbe made solely on the basis of the information contained in such document. The New Ordinary Shares, the existing Ordinary Shares, the Nil Paid Rights, theFully Paid Rights and the Provisional Allotment Letters have not been and willnot be registered under the Securities Act or under any relevant securities lawsof any state or other jurisdiction of the United States and may not be offered,sold, taken up, exercised, resold, renounced, transferred or delivered, directlyor indirectly, within the United States absent registration or an applicableexemption from the registration requirements of the Securities Act and incompliance with United States state securities laws and any public offer of suchsecurities in the United States will be made by means of a prospectus containingdetailed information about the Company and its management and financial accountsthat may be obtained from the issuer or a selling Shareholder in the event ofsuch public offer. The New Ordinary Shares, the existing Ordinary Shares, theNil Paid Rights, the Fully Paid Rights and the Provisional Allotment Lettershave not been approved or disapproved by the SEC, any state securitiescommission in the United States or any US regulatory authority, nor have any ofthe foregoing authorities passed upon or endorsed the merits of the offering ofthe New Ordinary Shares, the existing Ordinary Shares, the Nil Paid Rights, theFully Paid Rights and the Provisional Allotment Letters or the accuracy oradequacy of this announcement. Any representation to the contrary is a criminaloffence in the United States. In addition, none of the New Ordinary Shares, theexisting Ordinary Shares, the Nil Paid Rights, the Fully Paid Rights or theProvisional Allotment Letters will qualify for distribution under any of therelevant securities laws of Australia, Canada, Japan, New Zealand or SouthAfrica. Accordingly, the New Ordinary Shares, the Nil Paid Rights, the FullyPaid Rights and the Provisional Allotment Letters may not be offered, sold,taken up, exercised, resold, renounced, transferred or delivered, directly orindirectly, within Australia, Canada, Japan, New Zealand or South Africa. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
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