FBH.L Regulatory News (FBH)

FBD Holdings plc

24 August 2015

Divestment of Joint Venture

FBD Holdings plc ("FBD" or the "Company" or with its subsidiaries the "Group") announces that on 23 August 2015 it entered into a conditional agreement for the divestment of its stake in its joint venture, FBD Property & Leisure Limited ("FBDPLL"), to Farmer Business Developments plc through a sale of the Group's entire shareholding to Farmer Business Developments plc and the redemption of its loan notes in FBDPLL (the "Proposed Transaction"). The total consideration, which shall be receivable in cash by FBD on completion of the Proposed Transaction, is €48.5 million.

FBDPLL owns and manages Irish and Spanish property and leisure operations including La Cala and Sunset Beach Resort in Spain and three hotels in Ireland. The carrying value of FBD's interest in FBDPLL as at 31 December 2014 was €47.2 million. For the year ended 31 December 2014, FBD's share of the results of the joint venture amounted to €1.9 million.

Farmer Business Developments plc owns 28.7% of the voting rights in FBD and therefore the Proposed Transaction is a related party transaction. The Proposed Transaction is conditional on approval by FBD shareholders. Accordingly, as soon as practicable, FBD intends to issue a shareholder circular and form of proxy to shareholders convening an extraordinary general meeting ("EGM"). Farmer Business Developments plc will not vote on the Proposed Transaction at the EGM. The Proposed Transaction is also conditional on approval by the shareholders of Farmer Business Developments plc.

The Board believes that the Proposed Transaction has a clear strategic and financial rationale. It is aligned to the Group's strategy of focusing on the Group's core insurance underwriting business and, as intended at the establishment of the joint venture in 2011, realising value from the joint venture over time. FBD intends to use the proceeds from the Proposed Transaction by way of further investment into its core general insurance underwriting subsidiary, FBD Insurance plc. The Proposed Transaction is expected to lead to a marginal reduction in earnings per share and to be neutral in terms of net asset value per share.

ENDS

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About FBD Holdings plc ("FBD")

The FBD Group was established in the 1960s is one of Ireland's largest property and casualty insurers looking after the insurance needs of farmers, private individuals and business owners.

FBD Holdings plc was advised by Goodbody Stockbrokers in relation to this transaction.

The following details relate to FBD's ordinary shares of €0.60 each which are publicly traded: