Tawa PLC - Financing of Acquisition

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Mon Mar 31, 2008 4:09am EDT

RNS Number:1291R
Tawa PLC
31 March 2008




                                    Tawa plc


         Update on acquisition of PXRE Reinsurance Company and Placing


Tawa plc ("Tawa" or "the Company") the UK-listed non life run-off consolidator,
announces that it has received regulatory approval to acquire PXRE Reinsurance
Company ("PXRE") a subsidiary of Argo Group International Holdings, Ltd ("Argo
Group") (Nasdaq GS: AGII) from the Connecticut Department of Insurance. The
acquisition is expected to complete later today.


In order to finance the acquisition in the ratio of approximately 50% debt and
existing cash resources and 50% equity, 11,096,147 new ordinary shares of 10
pence each (the "New Shares") have been placed with Karrick Limited at a price
of 130 pence each raising approximately £14.4m. Following the placing Financiere
Pinault SCA will be diluted to 71.2% of Tawa, which is in accordance with the
stated strategy of Financiere Pinault at the time of the IPO.

Karrick is a Guernsey-registered company and is wholly-owned by Karrick Trust
established for various members of the Lakshmi Mittal family. Karrick, an
investment company, is a long-term value and growth investor.

Natixis have provided a $30 million debt facility to a subsidiary of Tawa to
finance the acquisition.


On a pro-forma basis Tawa group net assets, taking into account the PXRE Re
acquisition, new debt taken on and the share placing will rise from 116 pence to
121 pence per share.


The acquisition will give Tawa its first operation in the US, the largest
run-off market in the world and is in accordance with Tawa's stated
consolidation strategy set out at the time of its admission to AIM in July 2007.


PXRE primarily wrote reinsurance of property, marine and aerospace risks with a
focus on catastrophe related coverage. Its operations were put into run-off in
February 2006 following the downgrading by analysts of the then parent of PXRE
in 2005 as a result of the 2005 hurricanes in the Gulf.


Application will be made today for admission of the New Shares to AIM. Admission
is expected to become effective on 04 April 2008.


Enquiries:

Gilles Erulin, Chief Executive
Tawa plc                                  020 7068 8044

David Haggie, Peter Rigby or Zoe Pocock   020 7417 8989
Haggie Financial

James Britton, Guy Wiehahn                020 7418 8900
KBC Peel Hunt (nominated adviser and
broker)



Notes to Editors:


About Tawa

Tawa plc was formed in 2001 with the purpose of acquiring and managing the
run-off, portfolios of non-life insurance and reinsurance companies. It also
provides run-off related services through a dedicated subsidiary, Tawa
Management.


As a consolidator of the non-life run-off market, Tawa's strategy is to acquire
companies and portfolios in run-off in the UK, US, continental Europe, Bermuda
and elsewhere as opportunities arise.


By creating a diversified portfolio of run-off businesses at different stages of
maturity,Tawa will gain economies of scale whilst also enhancing and stabilising
earnings.


Since its formation, Tawa has acquired CX Reinsurance Company Limited (CX RE)
and KX Reinsurance Company limited (KX RE) and is managing the run-off of these
businesses.


In July 2007 Tawa plc was floated on the AIM market.


Further information can be found on the Company's website:

www.tawaplc.com


ABOUT ARGO GROUP

Headquartered in Bermuda, Argo Group International Holdings, Ltd. (Nasdaq GS:
AGII) is an international underwriter of specialty insurance and reinsurance
products in the property and casualty market. Argo Group offers a full line of
high-quality products and services designed to meet the unique coverage and
claims handling needs of businesses in three primary segments: Excess and
Surplus Lines, Select Markets, and International Specialty. Information on Argo
Group and its subsidiaries is available at www.argolimited.com.



Legal Notice:


The release, publication or distribution of this announcement in certain
jurisdictions may be restricted by law and therefore persons in such
jurisdictions into which this announcement is released, published or distributed
should inform themselves about and observe such restrictions.


No offer, invitation or inducement to acquire shares in Tawa plc ("Tawa" or the
"Company") or any other company is made by this announcement. This announcement
is not an invitation nor is it intended to be an inducement to engage in
investment activity for the purposes of section 21 of the Financial Services and
Markets Act 2000.


This announcement includes certain forward-looking statements, which can be
identified by the use of forward-looking terminology, including the terms
"believes", "estimates", "anticipates", "projects", "expects", "intends", "may",
"will", "seeks" or "should" or, in each case, their negative or other variations
or comparable terminology, or by discussions of strategy, plans, objectives,
goals, future events or intentions. These forward-looking statements relate to
matters that are not historical facts and include statements regarding the
Company and its subsidiaries (together the "Group") and its directors' current
intentions, beliefs or expectations concerning, amongst other things, the
Group's results of operations, financial condition, liquidity, prospects,
growth, strategies and the industry in which the Group operates. Forward-looking
statements are not an assurance of future performance. All forward-looking
statements in this announcement rely on a number of assumptions concerning
future events and are subject to known and unknown risks and a number of
uncertainties and other factors that may or may not occur in the future, many of
which are outside the Company's control that could cause actual results to
differ materially from such statements.. Other than in accordance with the
Company's obligations under the AIM Rules, the Company undertakes no obligation
to update or revise publicly any forward-looking statements, whether as a result
of new information, future events or otherwise. In addition, any reference in
this announcement to the price at which the Company's ordinary shares have been
bought or sold in the past or the yield on ordinary shares cannot be relied on
as a guide to future performance. Your attention is drawn to Part III and
paragraph 3 of Part VI of the Company's AIM Admission Document which is
available on the Company's website. These respectively contain a non-exclusive
list of risk factors to which the Company is subject and a summary of US laws
and regulations.



                      This information is provided by RNS
            The company news service from the London Stock Exchange

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