Last checked at 13 Dec 2022 11:29
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
13 December 2022
Helios Underwriting plc
("Helios" or the "Company")
Result of General Meeting
Total Voting Rights
and
Directors' Participation
Result of General Meeting
Further to its announcements of 23 November, 24 November and 12 December 2022 (the "Announcements"), Helios, the unique investment vehicle which acquires and consolidates underwriting capacity at Lloyd's, is pleased to announce that each of the Resolutions put to Shareholders at the General Meeting held earlier today were duly passed.
Application has therefore been made for, in aggregate, 8,196,195 New Ordinary Shares to be admitted to trading on AIM, comprising 7,843,927 Placing Shares, 200,000 Subscription Shares and the 152,268 Open Offer Shares for which valid applications were received under the Open Offer. Admission is expected to occur at 8.00 am on 14 December 2022.
Total Voting Rights
Following Admission, the Company will have 77,082,407 Ordinary Shares in issue admitted to trading on AIM (excluding the 419,169 Ordinary Shares held in treasury and which do not carry voting rights). This figure may be used by Shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.
Directors' Participation
The Directors' resulting shareholdings immediately following Admission are detailed below:
| At the Latest Practicable Date | Participation in the Placing or Subscription | Participation in Open Offer | Immediately following Admission | ||
Name | Number of Ordinary Shares | Percentage of Existing Ordinary Shares | Number of Placing Shares or Subscription Shares | Number of Open Offer Shares | Number of Ordinary Shares | Percentage of Enlarged Share Capital |
Michael Cunningham | 86,848 | 0.13% | 200,000 | - | 286,848 | 0.37% |
Nigel Hanbury* | 9,549,794 | 13.86% | 12,564 | - | 9,562,358 | 12.41% |
Arthur Manners** | 1,187,368 | 1.72% | - | 10,141 | 1,197,509 | 1.55% |
Andrew Christie | 34,317 | 0.05% | - | 234 | 34,551 | 0.04% |
Edward Fitzalan-Howard | 382,864 | 0.56% | - | - | 382,864 | 0.50% |
Martin Reith | 130,161 | 0.19% | 127,566 | - | 257,727 | 0.33% |
Tom Libassi*** | 13,407,000 | 19.46% | - | - | 13,407,000 | 17.39% |
* 622,500 of Nigel Hanbury's Ordinary Shares are jointly owned in accordance with the Company's Joint Share Ownership Plan - 300,000 of which are detailed in the announcement made by the Company on 14 December 2017 and 322,500 of which are detailed in the announcement made by the Company on 17 August 2021.
** 477,500 of Arthur Manner's shares are jointly owned in accordance with the Company's Joint Share Ownership Plan, 200,000 of which are detailed in the announcement made by the Company on 14 December 2017 and 277,500 of which are detailed in the announcement made by the Company on 17 August 2021.
*** Tom Libassi does not hold Ordinary Shares in the Company but is the Co-founder and Managing Partner of Resolute Global Partners Limited, which funds under management of, or associated with, holds 13,407,000 Ordinary Shares.
This announcement should be read in conjunction with the Announcements and the full text of the Company's circular dated 24 November 2022 ("Circular"), copies of which are available on the Company's website at www.huwplc.com. Capitalised terms in this announcement have the same meaning as given in the Circular.
This announcement includes inside information as defined in Article 7 of the Market Abuse Regulation No. 596/2014 and is disclosed in accordance with the Company's obligations under Article 17 of those Regulations.
For further information please contact:
Helios Underwriting plc
Nigel Hanbury - Chief Executive +44 (0)7787 530 404 / nigel.hanbury@huwplc.com
Arthur Manners - Chief Financial Officer +44 (0)7754 965 917
Shore Capital (Nomad and Broker)
Robert Finlay +44 (0)20 7408 4080
David Coaten
Henry Willcocks
Gallagher (Financial Adviser) +44 (0)20 3124 6033
Deepon Sen Gupta
Alastair Rodger
Buchanan
Helen Tarbet / Henry Wilson / George Beale +44 (0)7872 604 453
+44 (0)20 7466 5111
About Helios
Helios provides a limited liability direct investment into the Lloyd's insurance market and is quoted on the London Stock Exchange's AIM market (ticker: HUW). Helios trades within the Lloyd's insurance market writing approximately £232 million of underwriting capacity for the 2022 year of account. The portfolio provides a good spread of business being concentrated in property insurance and reinsurance. For further information please visit www.huwplc.com.