Last checked at 20 Oct 2011 11:20
Press Release
20 October 2011
Omega Insurance Holdings Limited ("Omega" or the "Company")
Update on the Process
On 17 October 2011 the Omega Board (the "Board") announced that it would be consulting shareholders on the terms of the proposals put to Omega by Haverford (Bermuda) Limited ("Haverford"), Canopius Group Limited ("Canopius") and Barbican Insurance Group Limited ("Barbican"). The Board is now able to provide an update following those discussions.
The Canopius proposal requires a commitment to a substantial reinvestment of cash proceeds into the enlarged unquoted Canopius group by certain funds managed by Invesco Perpetual. Invesco Perpetual has confirmed to the Board that the Haverford offer, including Mark Byrne's appointment as Executive Chairman of Omega, has its support in preference to the Barbican and Canopius proposals. In terms of shareholder support and commercial rationale, the Board and its advisers have concluded that the Barbican proposal is not in shareholders' interests. Following the confirmation from Invesco Perpetual, the Board's own deliberations and its discussions with major shareholders, the Board believes that the Haverford offer is the only proposal capable of being concluded at this time.
The Board is aware that amongst the larger shareholders there are different views on the form of the most appropriate transaction, with some shareholders seeking a continued exposure to Omega's business and others seeking a cash exit. In view of Invesco Perpetual's preference for the Haverford offer, no alternative is available to shareholders at present which gives a total cash exit. The Haverford offer gives shareholders an opportunity of receiving some cash in the near term and continuing with all or part of their current shareholding in a listed Omega.
The Board believes that it is in the best interests of Omega for the Haverford offer to be put to all shareholders. The Board will now therefore focus on completing the Haverford offer, enabling the Board and staff to concentrate solely on taking the business forward.
The Board will update shareholders as appropriate.
ENDS
Contacts:
Kinmont Tel: +44 (0)20 7087 9100
John O'Malley
Mat Thackery
Cenkos Tel: +44 (0)20 7397 8900
Ian Soanes
Haggie Financial Tel: +44 (0)20 7417 8989
David Haggie
Juliet Tilley
Notes to Editors
Omega is incorporated and its registered office is in Bermuda. Accordingly, Omega is not subject to the provisions of The City Code on Takeovers and Mergers (the "Code"). However, the Company's Bye-laws adopt certain of the provisions of the Code including provisions dealing with compulsory takeover offers and shareholder treatment along the lines of the general principles as set out in the Code, which are to be administered at the discretion of the Board.
Omega confirms that as at the close of business on 19 October 2011 its issued share capital consisted of 244,229,862 common shares of US$0.10 each.
The International Securities Identification Number for Omega common shares is BMG6765P1095.
'Invesco Perpetual' is the business name for Invesco Fund Managers Limited and Invesco Asset Management Limited. Invesco Asset Management Limited acts as agent for and on behalf of its discretionary managed clients.