OWNERSHIP RULES DELAY PHOENIX DEAL WITH RANDALL & QUILTER

UK-based insurance services organization has been unable to complete by its original deadline the "Phoenix Purchase Agreement", a conditional transfer agreement through which Phoenix Asset Management could subscribe in full to the share issue announced by R&Q in April ( IIN 24, April 25 2013). It has therefore announced a three-month extension to the deal. Last April R&Q announced its intention to redomicile to Bermuda and to raise £24.1m ($39.9m) net of expenses via a private share placement. R&Q said late last week that, during the placement, Phoenix had expressed an interest in acquiring a greater than 10% stake in R&Q. "In several jurisdictions in which the Company operates, the acquisition of an interest in the Company carrying in excess of 10% of the Company's shares requires certain advance approvals from the regulators in such territories", R&Q said. To enable Phoenix to subscribe in full, R&Q Group CEO Kenneth Randall agreed to sell 1.3m existing ordinary shares at the Placing Price to Phoenix, "such sale being conditional upon the receipt of the necessary regulatory consents or approvals in the jurisdictions in which the Company and its group operates". Under the terms of that agreement both R&Q and Phoenix were required to "use their reasonable endeavours" to obtain the required approvals by the end of 2013. R&Q has now revealed that, despite those efforts, the required approvals had not yet been obtained, hence the three-month extension.