Redomiciliation approval and

RNS Number : 5669T

Beazley Group PLC

09 June 2009

 



Beazley Group PLC
  
Scheme of Arrangement becomes effective

New non-executive director appointed 
 

9 June 2009

Further to its announcement of 20 May 2009, Beazley Group plc ('Beazley') announces that it has received FSA approval for the acquisition by Beazley plc of Beazley Group plc. The order, made by the High Court on 8 June 2009, confirming the related reduction of share capital of Beazley, has today been delivered to the Registrar of Companies in England and Wales for registration. Accordingly, the scheme of arrangement (the “Scheme”) between Beazley and the holders of the Scheme Shares (as defined in the circular dated 23 March 2009 (the 'Circular')) has today become effective in accordance with its terms and a new parent company for Beazley has been created.

As a result of the Scheme, 533,080,517 Beazley plc Shares of 5 pence each have been issued to former Beazley shareholders and dealings in shares in Beazley plc will commence, on the London Stock Exchange, at 8.00 a.m. (BST) today.

Shortly after this announcement has been made, it is intended that Beazley will be re-registered as an English private limited company, wholly owned by Beazley plc. The listing of Beazley's ordinary shares of 5 pence each on the Official List maintained by the UK Listing Authority will be cancelled as of 8.00 a.m. today. The share certificates for Beazley plc shares will be despatched on or before 23 June 2009.

Beazley also announces the appointment of Vincent Sheridan as a non executive director of Beazley plc. Mr Sheridan is currently chairman of the Truelife Group and a non-executive director of FBD Holdings Ltd. He retired as Chief Executive of Vhi Healthcare in 2008 and was previously Group Chief Executive of the Norwich Union Insurance Group in Ireland for ten years. He is the immediate past president of the Institute of Chartered Accountants in Ireland and is a past president of the Irish Insurance Federation, the Insurance Institute of Ireland, and the Irish Association of Investment Managers. He was a director of the Irish Stock Exchange for nine years to June 2004.

Beazley Chief Executive Officer Andrew Horton said:

'I am delighted to welcome Vincent Sheridan to the board of Beazley plc. Vincent brings exceptional breadth of financial services experience, which will be of great value to us as we continue to develop our business internationally.'

Mr Sheridan is the second non-executive director to join the Beazley board in recent months. In March, the company announced the appointment of Padraic O'Connor, currently chairman of the Irish Stock Exchange, to the board of Beazley plc.

For further information please contact:

BEAZLEY GROUP PLC 020 7667 0623

Andrew Horton, Chief Executive Officer

Sian Coope, Company Secretary

NUMIS SECURITIES LIMITED 020 7260 1000 
Oliver Hemsley

Tom Booth 

LEXICON PARTNERS LIMITED 020 7653 6000 
Angus Winther

Nick Chapman 

Notes to editors:

Capitalised terms used but not defined in this announcement have the meanings given to them in the Circular.
 
This announcement does not constitute an invitation or offer to sell or the solicitation of an invitation or offer to buy any security. None of the securities referred to in this announcement shall be sold, issued, exchanged or transferred in any jurisdiction in contravention of applicable laws. 

Numis Securities Limited is acting as sponsor for New Beazley's listing and as joint financial adviser to Beazley and New Beazley. Numis Securities Limited is acting for Beazley and New Beazley and no one else in connection with the Proposals and will not be responsible to anyone other than Beazley and New Beazley for providing the protections afforded to its clients or for providing advice in relation to the Proposals or the contents of this announcement. 

Lexicon Partners Limited is acting as joint financial adviser to Beazley and New Beazley. Lexicon Partners Limited is acting for Beazley and New Beazley and no one else in connection with the Proposals and will not be responsible to anyone other than Beazley and New Beazley for providing the protections afforded to its clients or for providing advice in relation to the Proposals or the contents of this announcement. 

Notice to United States residents:

This announcement is not an offer of securities in the United States. 

The New Beazley shares to be issued in connection with the Proposals will not be, and are not required to be, registered with the US Securities and Exchange Commission under the US Securities Act of 1933, as amended, in reliance on the exception from registration provided by Section 3(a)(10) thereof. 

Statements included herein that are not historical facts are forward-looking statements. Such forward-looking statements involve a number of risks and uncertainties and are subject to change at any time. In the event such risks and uncertainties materialise, Beazley's results of operations could be materially affected. 

Note to editors:

Beazley Group plc (BEZ.L), is the parent company of global, specialist insurance businesses with operations in the UK, US, France, Germany, Ireland, Singapore, Hong Kong and Australia. Beazley manages four Lloyd's syndicates: Syndicate 2623 and Syndicate 623 underwrite a broad range of insurance and reinsurance business worldwide; Syndicate 3623 focuses on accident and health business; and 3622 is a dedicated life syndicate. In 2008, Beazley underwrote gross premiums of £875.7 million. All Lloyd's syndicates are rated A by A.M. Best.  

In the US, Beazley's underwriters focus on writing specialist insurance products in the admitted market, backed by Beazley Insurance Company, Inc., an admitted carrier in all 50 states; and surplus lines risks, backed by the Beazley syndicates at Lloyd's. Beazley Insurance Company, Inc. is rated A by A.M. Best. 

Beazley is a market leader in many of its chosen lines, which include professional indemnity, property, marine, reinsurance, accident and life, and political risks and contingency business. 

This information is provided by RNS  

The company news service from the London Stock Exchange 

END

 

END

 

 

STRBRGDLUGGGGCI