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HUW Helios Underwriting Plc

167.50
12.50 (8.06%)
26 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Helios Underwriting Plc LSE:HUW London Ordinary Share GB00B23XLS45 ORD 10P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  12.50 8.06% 167.50 165.00 170.00 167.50 155.00 155.00 17,928 15:26:08
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
Insurance Carriers, Nec 148.35M -3.32M -0.0434 -38.59 128.09M

Helios Underwriting Plc Result of Placing and Open Offer Timetable (3910L)

30/09/2016 2:55pm

UK Regulatory


Helios Underwriting (LSE:HUW)
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TIDMHUW

RNS Number : 3910L

Helios Underwriting Plc

30 September 2016

30 September 2016

Helios Underwriting PLC

("Helios" or the "Company")

Results of Placing

Open Offer Timetable

Helios Underwriting Plc is pleased to announce the successful completion of the Placing announced earlier today.

Outcome of the Placing

A total of 3.5 million Placing Shares have been placed with investors at a price of 150 pence per share, raising gross proceeds of GBP5.25 million. Settlement and Admission of the Placing Shares is expected to occur at 8.00 a.m. on 6 October 2016.

The Placing Shares will represent approximately 33 per cent. of the Existing Ordinary Shares and approximately 24.8 per cent. of the Company's issued share capital, as enlarged by the Placing.

Nigel Hanbury, the Company's Chief Executive Officer, commented: "We are delighted with the interest in the Placing and we would like to welcome our new shareholders and thank all of our existing shareholders for their on-going support. The net proceeds of the Placing will support our future growth and allow us to benefit from the new opportunities that arise following the end of the hurricane season."

Directors' and substantial shareholders' participation

Directors of the Company have, in aggregate subscribed for 433,333 Placing Shares (approximately GBP650,000 at the Issue Price) in the Placing. Will Roseff, a substantial shareholder, has also subscribed for 840,000 Placing Shares (approximately GBP1.26 million at the Issue Price) in the Placing.

The participation of the Directors of the Company and Will Roseff (and/or their connected persons) in the Placing are set out in the table below:

 
                          Beneficial                       Beneficial 
                         holding before    Placing      holding following 
                          the Placing       Shares         the Placing 
                         (shares)    (%)   (shares)       (shares)     (%) 
--------------------  -----------  -----  ---------  -------------  ------ 
 Directors 
 Sir Michael 
  Oliver                   19,000    0.2     10,000         29,000     0.2 
 Nigel Hanbury          1,403,016   13.2    260,000      1,663,016    11.8 
 Arthur Manners                 -      -    133,334        133,334     0.9 
 Jeremy Evans              52,004    0.5      6,666         58,670     0.4 
 Michael Cunningham        20,500    0.2     16,667         37,167     0.3 
 Andrew Christie            5,500    0.1      6,666         12,166     0.1 
 Substantial 
  Shareholder 
 Will Roseff           2,696,542    25.4    840,000      3,536,542    25.0 
 

Total Voting Rights

Application will be made to the London Stock Exchange for the Placing Shares, which will rank pari passu with the Company's Existing Ordinary Shares from the date of Admission, to be admitted to trading on AIM. Dealings are expected to commence at 8.00 a.m. on 6 October 2016. Following the issue of the Placing Shares, the issued share capital of the Company will comprise a total of 14,121,297 Ordinary Shares. No Ordinary Shares are held in treasury.

Open Offer Timetable

As announced earlier today, Helios will be making an Open Offer of one (1) Ordinary Share for every five (5) Ordinary Shares held as at the Record Date at the Issue Price.

The Open Offer will be conditional upon Shareholder approval of the resolutions to grant the necessary allotment authority at the General Meeting, which is expected to be convened for on or about 27 October 2016. Placing Shares will not qualify for an entitlement under the Open Offer.

EXPECTED TIMETABLE OF PRINCIPAL EVENTS IN RESPECT OF THE OPEN OFFER

 
                                                          2016 
 Record Date for entitlement to participate       5:30 p.m. on 
  in the Open Offer                               29 September 
 Announcement of the Placing and the              30 September 
  Open Offer 
 Expected ex-entitlement date for the                3 October 
  Open Offer 
 Admission of the Placing Shares to                  6 October 
  trading on AIM 
 Despatch of the Circular, the Form                 10 October 
  of Proxy and, in respect of Qualifying 
  Non-CREST Shareholders, the Application 
  Form 
 Open Offer Entitlements credited to                11 October 
  CREST stock accounts of Qualifying 
  CREST Shareholders 
 Recommended latest time and date for             4:30 p.m. on 
  requesting withdrawal of Open Offer               19 October 
  Entitlements from CREST 
 Latest time for depositing Open Offer            3:00 p.m. on 
  Entitlements into CREST                           20 October 
 Latest time and date for splitting               3.00 p.m. on 
  Application Forms                                 21 October 
 
 Latest time and date for receipt of             11:00 a.m. on 
  Forms of Proxy for the General Meeting            25 October 
 Latest time and date for receipt of             11:00 a.m. on 
  completed Application Forms and payment           26 October 
  in full under the Open Offer or settlement 
  of relevant CREST instruction (as 
  appropriate) 
 General Meeting                                 11:00 a.m. on 
                                                    27 October 
 Result of Open Offer announced                     27 October 
 Admission of the Open Offer Shares               8:00 a.m. on 
  to trading on AIM                                 28 October 
 Open Offer Shares in uncertificated                28 October 
  form expected to be credited to accounts 
  in CREST (uncertificated holders only) 
 Expected despatch of definitive share         Week commencing 
  certificates for the Open Offer Shares            31 October 
  (certificated holders only) 
 

Notes:

(1) Each of the times and dates set out in the above timetable and mentioned in this announcement is subject to change by the Company (with the agreement of Stockdale Securities Limited), in which event details of the new times and dates will be notified to the London Stock Exchange and the Company will make an appropriate announcement to a Regulatory Information Service.

   (2)      References to times in this announcement are to London times unless otherwise stated. 

(3) Assumes the passing of the resolutions at the General Meeting expected to be convened for 27 October 2016.

-Ends-

For further information, please contact:

Helios

Nigel Hanbury - Chief Executive 020 7863 6655 / nigel.hanbury@huwplc.com

   Arthur Manners - Chief Financial Officer                         07754 965917 
   Stockdale Securities                                                      020 7601 6100 

Robert Finlay

Richard Johnson

David Coaten

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 GBP33 million of capacity for the 2016 account. The portfolio provides a good spread of classes of business being concentrated in property insurance and reinsurance. For further information, please visit www.huwplc.com

APPIX 1

DEFINITIONS

The following definitions apply throughout this announcement unless the context otherwise requires:

 
 Admission                  admission of the Placing Shares 
                             to trading on AIM and such 
                             admission becoming effective 
                             in accordance with the AIM 
                             Rules for Companies; 
 AIM                        the AIM market operated by 
                             the London Stock Exchange; 
 AIM Rules for Companies    the rules of AIM as set out 
                             in the publication entitled 
                             'AIM Rules for Companies' published 
                             by the London Stock Exchange 
                             from time to time; 
 Announcement               this announcement (including 
                             the appendices to this announcement) 
 Application Form           the application form to be 
                             used by Qualifying Non-CREST 
                             Shareholders in connection 
                             with the Open Offer; 
 certificated or            the description of a share 
  in certificated            or other security which is 
  form                       not in uncertificated form 
                             (that is not in CREST); 
 Circular                   the circular in respect of 
                             the Open Offer, including a 
                             notice of general meeting, 
                             expected to be posted to Shareholders 
                             on or around 10 October 2016; 
 Company or Helios          Helios Underwriting PLC a company 
                             incorporated in England and 
                             Wales with registered number 
                             05892671 and having its registered 
                             office at 5th Floor 40 Gracechurch 
                             Street, London, United Kingdom, 
                             EC3V 0BT; 
 CREST                      the relevant system (as defined 
                             in the CREST Regulations) in 
                             respect of which Euroclear 
                             is the Operator (as defined 
                             in the CREST Regulations); 
 CREST Regulations          the Uncertificated Securities 
                             Regulations 2001; 
 Euroclear                  Euroclear UK & Ireland Limited; 
 Excluded Overseas          other than as agreed by the 
  Shareholders               Company and Stockdale or as 
                             permitted by applicable law 
                             and regulation, Shareholders 
                             who are located or have registered 
                             addresses in a Restricted Jurisdiction; 
 Existing Ordinary          the 10,621,297 Ordinary Shares 
  Shares                     in as at the date of this Announcement; 
 Issue Price                GBP1.50 per New Ordinary Share; 
 London Stock Exchange      London Stock Exchange plc; 
 New Ordinary Shares        up to 5,624,259 new Ordinary 
                             Shares to be issued by the 
                             Company pursuant to the Placing 
                             and the Open Offer; 
 Open Offer                 the conditional invitation 
                             by the Company to Qualifying 
                             Shareholders to apply to subscribe 
                             for Open Offer Shares at the 
                             Issue Price on the terms and 
                             subject to the conditions to 
                             be set out in the Circular 
                             in respect of the Open Offer 
                             and, in the case of Qualifying 
                             Non-CREST Shareholders only, 
                             the Application Form; 
 Open Offer Entitlements    an entitlement to subscribe 
                             for Open Offer Shares, allocated 
                             to a Qualifying Shareholder 
                             under the Open Offer; 
 Open Offer Shares          up to 2,124,259 New Ordinary 
                             Shares to be offered to Qualifying 
                             Shareholders under the Open 
                             Offer; 
 Overseas Shareholders      Shareholders with registered 
                             addresses outside the UK or 
                             who are citizens of, incorporated 
                             in, registered in or otherwise 
                             resident in, countries outside 
                             the UK; 
 Ordinary Shares            ordinary shares of 10 pence 
                             each in the capital of the 
                             Company; 
 Placees                    the persons who are invited 
                             to and who choose to participate 
                             in the Placing by agreeing 
                             to subscribe for Placing Shares 
                             in accordance with the Terms 
                             and Conditions; 
 Placing Shares             the up to 3,500,000 Placing 
                             Shares to be issued by the 
                             Company under the Placing; 
 Placing                    the placing of the Placing 
                             Shares with the Placees pursuant 
                             to the Placing Agreement; 
 Placing Agreement          the agreement dated 30 September 
                             2016 between the Company and 
                             Stockdale Securities Limited 
                             relating to the Placing; 
 Qualifying CREST           Qualifying Shareholders whose 
  Shareholders               Existing Ordinary Shares on 
                             the register of members of 
                             the Company on the Record Date 
                             are in uncertificated form; 
 Qualifying Non-CREST       Qualifying Shareholders whose 
  Shareholders               Existing Ordinary Shares on 
                             the register of members of 
                             the Company on the Record Date 
                             are held in certificated form; 
 Qualifying Shareholders    holders of Existing Ordinary 
                             Shares on the register of members 
                             of the Company at the Record 
                             Date with the exception (subject 
                             to certain exceptions) of Excluded 
                             Overseas Shareholders; 
 Record Date                the record date for the Open 
                             Offer, which is expected to 
                             be 29 September 2016; 
 Regulatory Information     has the meaning given in the 
  Service                    AIM Rules for Companies; 
 Restricted Jurisdictions   each of Australia, Canada, 
                             Japan, South Africa, the United 
                             States and any other jurisdiction 
                             in which the making of the 
                             Open Offer would be unlawful; 
 Shareholders               holders of Existing Ordinary 
                             Shares; 
 Stockdale                  Stockdale Securities Limited, 
                             a company incorporated in England 
                             and Wales with registered number 
                             00762818 and having its registered 
                             office at Beaufort House, 15 
                             St. Botolph Street, London, 
                             EC3A 7BB; 
 uncertificated             recorded on a register of securities 
                             maintained by Euroclear in 
                             accordance with the CREST Regulations 
                             as being in uncertificated 
                             form in CREST and title to 
                             which, by virtue of the CREST 
                             Regulations, may be transferred 
                             by means of CREST; 
 UK or United Kingdom       the United Kingdom of England, 
                             Scotland, Wales and Northern 
                             Ireland; 
 US or USA or United        the United States of America, 
  States                     its territories and possessions, 
                             any state of the United States 
                             of America and the District 
                             of Columbia; and 
 GBP or sterling            sterling, the legal currency 
  pounds                     of the United Kingdom. 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

MSCURVORNUAKOAR

(END) Dow Jones Newswires

September 30, 2016 09:55 ET (13:55 GMT)

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