Fairfax buy of PE-backed Brit declared unconditional, company to delist

The previously announced acquisition of specialty insurer Brit Plc by Toronto-based Fairfax Financial Holdings has been declared “unconditional in all respects.” The deal, which is valued at US$1.88 billion, will result in the cancellation of the listing and trading of Brit’s shares on the London Stock Exchange by June 23. The company, which has its headquarters in London, United Kingdom, has been a portfolio investment of Apollo Global and CVC Capital Partners since 2010. In April, it was reported that Fairfax agreed to sell up to 30 percent of Brit to the Ontario Municipal Employees Retirement System (OMERS).


Cancellation of listing and changes to the board


The offer made by FFHL Group Ltd (“FGL”) for the entire issued and to be issued share capital of Brit Plc (the “Brit”) was today declared unconditional in all respects. FGL has today sent out compulsory acquisition notices to those shareholders who have not yet accepted the offer.

Accordingly, the directors of Brit wish to announce that applications will be made to the UK Listing Authority and the London Stock Exchange for the cancellation of listing and trading of the Company’s ordinary shares of 1 (one) pence each. The cancellation notice period will now commence and cancellation is expected to become effective in 20 business days’ time on 23 June 2015.

The directors of Brit further wish to announce that, following the successful offer by FGL, Jonathan Feuer, Sachin Khajuria, Kamil Salame, Gernot Lohr, Maarten Hulshoff, Hans-Peter Gerhardt and Willem Stevens have resigned as non-executive directors from the Brit board.

For further information, please contact:
Brit Plc
David Gormley +44 207 984 8800

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