Recommended Acquisition of Randall & Quilter Investment Holdings Ltd

About this update from Randall & Quilter Investment Holdings Ltd.

[{"type":"text","content":"NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.  INVESTORS SHOULD NOT MAKE ANY INVESTMENT DECISION IN RELATION TO RANDALL & QUILTER SHARES EXCEPT ON THE BASIS OF THE INFORMATION IN THE CIRCULAR, WHICH IS PROPOSED TO BE PUBLISHED IN DUE COURSE. THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) NO. 596/2014 AND ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) NO. 596/2014 (AS IT FORMS PART OF THE LAWS OF THE UK BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 (AS AMENDED)).1 April 2022RECOMMENDED ACQUISITIONofRandall & Quilter Investment Holdings Ltd byBrickell PC Insurance Holdings LLC and commitment to provide $100 million of new equity funding  Summary Brickell PC Insurance Holdings LLC (“Brickell”)and Randall & Quilter Investment Holdings Ltd (“R&Q”) are pleased to announce that they have agreed the terms of a recommended cash acquisition of the entire issued ordinary share capital of R&Q by Brickell (the “Acquisition”) as well as $100 million of new equity funding (the “New Equity Funding”). The Acquisition will be undertaken by way of a merger under the Bermuda Companies Act.Under the terms of the Acquisition, each R&Q Shareholder will be entitled to receive:175 pence in cash for each R&Q Sharevaluing R&Q’s existing issued share capital at approximately £482 million. The price of 175 pence per R&Q Share represents:a premium of approximately20 per cent. to the Closing Price per R&Q Share of 146 pence on 31 March 2022 (being the last practicable dealing day prior to the date of this announcement)1;a premium of approximately17 per cent. to the 30 day volume weighted average share price for the period ended 31 March 20221;82x price to Tangible Net Asset Value per share based on estimated figures for 31 December 20211; and65x priceto Net Asset Value per share based on estimated figures for 31 December 20211.In addition, Brickell has committed to provide new equity funding to R&Q of $100 million to de-lever R&Q’s balance sheet and improve the Group’s financial profile following new management’s in-depth re...

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