RQIH.L Regulatory News (RQIH)

Randall & Quilter Investment Holdings Ltd.

Acquisition

26 May 2015

Randall & Quilter Investment Holdings Ltd ('R&Q' or the 'Group') is pleased to announce that it has signed an agreement to acquire, subject to change of control approval from the PRA and FCA, the entire issued share capital of IC Insurance Limited ('IC Insurance') from its indirect owners AstraZeneca UK Limited and Imperial Chemicals Industries Limited. IC Insurance was formed in 1926 as the UK registered captive insurer for Imperial Chemical Industries. It ceased active underwriting in 1996. Change of control approval is anticipated shortly but could take up to 90 days.

The residual liabilities comprise primarily of US workers' compensation reinsurance of the United Insurance Company Limited pooling facility along with some residual losses from self-insured liabilities and London market underwriting activity. IC Insurance had claim reserves as at 31st December 2014 amounting to £1.9m and shareholder's funds of £22.5m. The consideration payable by R&Q in cash from existing resources and its bank facility with RBS is c. £17.0m.

The company will be managed by R&Q Market Services Ltd with the intention of undertaking a Part VII Transfer of the remaining insurance business to the Group's consolidation vehicle R&Q Insurance (Malta) Limited, subject to the usual regulatory and Court approvals, in due course.

Commenting on today's announcement, Ken Randall, Chairman and Chief Executive Officer of Randall & Quilter, said:

"We are delighted to have entered into an agreement to acquire IC Insurance from AstraZeneca UK Limited and Imperial Chemicals Industries Limited. This is one of a number of current transactions we are assessing where a corporate parent is looking to dispose of their legacy captive prior to the implementation of Solvency II. The advent of Solvency II is generating a number of prospects for the Group across Europe and in general we remain excited about our legacy acquisition pipeline."

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About R&Q

Randall & Quilter pursues a buy and build strategy and has created a comprehensive range of investment activities and services in the global non-life insurance market.

R&Q is focused on the following three core areas:

· Insurance Investments

· Insurance Services

· Underwriting Management

The Group:

· provides a range of services to both the live and legacy (re)insurance markets to support growing businesses and address complex and challenging run-off issues;

· has a team of over 400 insurance professionals based in the UK, US, Bermuda, and Europe with wide service capability in both the 'live' and 'run-off' markets;

· owns and manages a portfolio of insurance companies, both active and in run-off, in the UK, US and Europe with net assets of £110.7m as at 30 June 2014;

· owns an admitted P&C Insurer, A- rated by AM Best, with licenses throughout the US; owns a Bermuda Class 3A insurance company which currently supports the Group's syndicate participations;

· launched Syndicate 1991 which commenced underwriting from January 1, 2013 with a capacity of £150m for 2015, manages one RITC ('run-off') syndicate, 3330, and owns and operates 2 MGA business units;

· acquires and manages a portfolio of insurance receivables, with a carrying cost of £10.6m as at 30 June 2014, of which R&Q holds a 50% interest 

The Group was founded by Ken Randall and Alan Quilter in 1991.

Website: www.rqih.com