Novae Group Regulatory News (NVA)

19 May 2006 10:43

Novae Group PLC19 May 2006 Novae Group plc ("Novae" or the "Company") Rights Issue update Further to its announcement on 28 March 2006 of a scheme of arrangement, formation and capitalisation of an FSA-regulated insurance company and fully underwritten Rights Issue, the Company announces that Provisional Allotment Letters are today being despatched to Qualifying Shareholders. Under the terms of the Rights Issue, holders of Novae Shares on the register of members of the Company at 6.00 pm on 18 May 2006 are being offered 366,106,728 New Novae Shares at a price of 30 pence per share on the basis of one New Novae Share for each Novae Share then held. The Nil Paid Rights, to which Shareholders who hold their Novae Shares in CREST are entitled, are expected to be credited to the stock accounts in CREST of those Shareholders (other than non-UK Shareholders) on 22 May 2006. The latest time and date for acceptance and payment in full under the Rights Issue is expected to be 11.00 am on 12 June 2006. The expected timetable for the Rights Issue is set out in full in the schedule to this announcement. Holders of options over Novae Shares and holders of SVB Convertible Bonds which convert into Novae Shares are not entitled to participate in the Rights Issue. However, adjustments to such options and convertible bonds may be made as a result of the Rights Issue in accordance with their respective terms. The Company will shortly write to SVB Optionholders and SVB Convertible Bondholders to notify them of the details of these adjustments. Unless the context otherwise determines, terms defined in the Prospectus and Supplementary Prospectus dated 28 March 2006 and 5 May 2006 respectively have the same meaning in this announcement. Enquiries: Novae Group plc 020 7903 7300Matthew FoshOliver Corbett Hoare Govett Limited 020 7678 8000Bob CowdellJohn MacGowanStephen Bowler M: Communications 020 7153 1539Nick Miles Other information The directors of Novae accept responsibility for the information contained in this announcement and, to the best of their knowledge and belief (having taken reasonable care to ensure that such is the case), the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information. Hoare Govett Limited, which is authorised and regulated in the UK by the Financial Services Authority, is acting exclusively for SVB and Novae in connection with the Scheme and Rights Issue and for no-one else and will not be responsible to anyone other than SVB and Novae for providing the protections afforded to their respective clients, for the contents of this announcement, or for providing advice in relation to the Scheme. Securities may not be offered or sold in the United States unless they are registered under the US Securities Act of 1933, as amended, or exempt from such registration. The Novae Shares and New Novae Shares have not been, nor will be, and are not required to be, registered with the US Securities and Exchange Commission under that Act, in reliance on the exemption provided by section 3(a)(10) thereof. US shareholders who are affiliates (within the meaning of the US Securities Act of 1933) of SVB or Novae before implementation of the Scheme or are affiliates of Novae after the implementation of the Scheme will be subject to timing, manner of sale and volume restrictions on the sale of Novae Shares received in connection with the Scheme under rule 145(d) of that Act. Schedule Expected timetable for the Rights Issue DateRecord Date for the Rights Issue 6.00 p.m. on 18 MayDespatch of Provisional Allotment 19 MayLetters (to Qualifying non-CRESTShareholders only)Dealings expected to commence in the 8.00 a.m. on 22 MayNew Novae Shares, nil paid, on theLondon Stock ExchangeDealings to commence in the Novae 8.00 a.m. on 22 MayShares, ex-rights, on the London StockExchangeNil Paid Rights credited to stock 22 Mayaccounts in CREST of Qualifying CRESTShareholders and enabledRecommended latest time for requesting 3.00 p.m. 6 Junewithdrawal of Nil Paid Rights fromCRESTRecommended latest time for depositing 4.30 p.m. 7 Junerenounced Provisional Allotment Lettersinto CRESTLatest time and date for splitting 3.00 p.m. 8 JuneProvisional Allotment Letters, nil paidand fully paidLatest time and date for registration 11.00 a.m. 12 Juneof renunciation of ProvisionalAllotment Letters, fully paidLatest time and date for acceptance and 11.00 a.m. 12 Junepayment in fullDealings in New Novae Shares, fully 8.00 a.m. 13 Junepaid, commence on the London StockExchangeNew Novae Shares in definitive and 13 Juneuncertificated form credited to stockaccounts in CRESTExpected date of despatch of definitive by 23 Juneshare certificates for New Novae Sharesin certificated form This information is provided by RNS The company news service from the London Stock Exchange