Third Point Investors Ltd - Publication of Prospectus
PR Newswire
LONDON, United Kingdom, September 08
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 SUCH JURISDICTION.
FOR IMMEDIATE RELEASE.
8 September 2025
Third Point Investors Limited
Publication of Prospectus
Further to the announcement by Third Point Investors Limited (the "Company") on 14 August 2025 in relation to the resolutions passed at the extraordinary general meeting of the Company held at 10:00 a.m. on 14 August 2025 (the "Resolutions") seeking approval for the acquisition of Malibu Life Reinsurance SPC (the "Acquisition") and certain related matters that were duly passed on a poll vote, the Company announces that the prospectus (the "Prospectus") was approved by the Financial Conduct Authority earlier today and will be published today.
The Prospectus will shortly be made available on the Company's website: https://www.thirdpointlimited.com/announcements/.
A copy of the Prospectus will be submitted to the FCA's National Storage Mechanism and will be available for inspection at: https://data.fca.org.uk/#/nsm/nationalstoragemechanism.
Change of Name and Ticker
Following Admission, the Company will be renamed Malibu Life Holdings Limited. The Board believes this new name will reflect that the Company will no longer be a closed-ended investment fund.The Company will publish an RIS announcement once confirmation of change of name is received from the Cayman Registrar.
Additionally, the Company's ticker will become "MLHL", effective at Admission.
Details of the Ordinary Shares
The ISIN of the Ordinary Shares is GG00B1YQ7219 and the SEDOL is B1YQ721. The ticker symbol of the Company is TPOU (US Dollars).
Following Migration, the ISIN of the Ordinary Shares will be KYG8827C1006, the SEDOL will be BVYBW43 and the Company's LEI will remain as 549300WXTCG65AQ7V644.
The Company formerly established and has maintained a Sterling denominated quotation of its Ordinary Shares on the London Stock Exchange (ticker symbol: TPOS (Sterling), SEDOL: BD2Z0L4) to ensure its eligibility for inclusion in the FTSE UK Index Series. From 1 September 2025, non-Sterling denominated securities are eligible for inclusion in the FTSE UK Index Series. However, as a result of the Takeover Code ceasing to apply to the Company following completion of the Migration and the Company not voluntarily adhering to the principles of the Takeover Code as far as practicable, the Ordinary Shares will no longer be eligible for inclusion in the FTSE UK Index Series. From Migration, the Company will cease to maintain its Sterling denominated quotation.
Timetable Update
The timetable contained in the Company's announcement on 4 September 2025 remains unchanged.
Capitalised terms used in this announcement shall, unless otherwise defined, have the same meanings as set out in the Prospectus.
Enquiries:
| Jefferies International Limited (Financial Adviser to the Company) | |
| Stuart Klein / Carlos Marque / James UmbersOgnjen Rakita / Taha Ahmed / Harry Randall | +44 20 7029 8600 |
| Kekst CNC (PR Adviser to the Company) | |
| Richard CampbellGuy BatesKatherine Kilgallen | +44 7775 784933+44 7581 056415+44 7581 068251 |
| Northern Trust International Fund Administration Services (Guernsey) Limited (Administrator to the Company) | +44 1481 745001 |
This announcement is being made on behalf of the Company by Northern Trust International Fund Administration Services (Guernsey) Limited, administrator to the Company.
Disclaimer
This announcement has been prepared in accordance with English law, the UK Market Abuse Regulation and the Disclosure Guidance and Transparency Rules and UK Listing Rules of the FCA. Information disclosed may not be the same as that which would have been prepared in accordance with the laws of jurisdictions outside England.
This announcement is not an offer of securities for sale in any jurisdiction where to do so would be unlawful. The Company and Malibu have not been and will not be registered as an "investment company" under the US Investment Company Act of 1940, as amended (the "Investment Company Act") and as such holders of the securities will not be entitled to the benefits of the Investment Company Act. The securities referred to herein have not been and will not be registered under the US Securities Act of 1933, as amended (the "US Securities Act") or under the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold, taken up, resold, transferred or delivered, directly or indirectly, in or into the United States or to any "U.S. person" as defined in Regulation S under the US Securities Act ("US Person") other than to "qualified institutional buyers" as defined in Rule 144A of the US Securities Act who are also "qualified purchasers" as defined in the Investment Company Act in a transaction exempt from, or not subject to, the registration requirements of the US Securities Act and in accordance with any applicable securities laws of any state or other jurisdiction of the United States. There has been and will be no public offer of the securities in the United States and the Company is not subject to the periodic reporting requirements of the US Securities Exchange Act of 1934, as amended (the "US Exchange Act") and is not required to, and does not, file any reports with the US Securities and Exchange Commission (the "SEC") thereunder.
Neither the SEC nor any securities regulatory body of any state or other jurisdiction of the United States, nor any securities regulatory body of any other country or political subdivision thereof, has approved or disapproved of this announcement or the securities discussed herein or passed on the accuracy or adequacy of the contents of this announcement. Any representation to the contrary is a criminal offence in the United States.
No person has been authorised to give any information or make any representations with respect to the Acquisition other than the information contained in this announcement and, if given or made, such information or representations must not be relied upon as having been authorised by or on behalf of the Company, the Company's directors, or any other person involved in the Acquisition. Neither the Company nor any such person takes any responsibility or liability for, and can provide no assurance as to the reliability of, any other information that may be given. Subject to the UK Market Abuse Regulation and the Disclosure Guidance and Transparency Rules and the UK Listing Rules of the FCA, the delivery of this announcement shall not create any implication that there has been no change in the affairs of the Company or Malibu since the date of this announcement or that the information in this announcement is correct as at any time subsequent to its date.
Jefferies International Limited ("Jefferies"), which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively as the lead financial adviser to the Company and no one else in connection with the matters set out in this announcement. In connection with such matters, Jefferies, its affiliates, and its or their respective directors, officers, employees and agents will not regard any other person as their client, nor will they be responsible to any other person for providing the protections afforded to their clients or for providing advice in relation to the contents of this announcement or any other matter referred to herein.
The contents of this announcement are not to be construed as legal, business or tax advice and none of the Company or Jefferies undertakes any obligation with respect to the recipient thereof. Each shareholder should consult its own legal adviser, financial adviser or tax adviser for legal, financial or tax advice respectively.
Forward-looking statements
Certain statements, opinions and/or projections in this announcement are forward-looking statements. In some cases, these forward looking statements can be identified by the use of forward looking terminology including terms such as expects", "anticipates", "targets", "continues", "estimates", "plans", "intends", "projects", "indicates", "believes", "may", "will", "should", "would", "could", "outlook", "forecast", "plan", "goal" and similar expressions or in each case, their negative, or other variations or comparable terminology, but are not the exclusive means of identifying such statements. Any statements that are not statements of historical facts are forward-looking statements. These forward-looking statements reflect the Company's current expectations concerning future events and speak only as of the date of this announcement. They involve various risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company, and following Completion, the Company's group, third parties or the industry to be materially different from any future results, performance or achievements expressed or implied by such forward looking statements. There can be no assurance that the results and events contemplated by forward-looking statements will in fact occur. No statement in this announcement is intended to be a profit forecast.
The forward-looking statements speak only as at the date of this announcement. Save as required by the UK Market Abuse Regulation or the Disclosure Guidance and Transparency Rules or the requirements of the UK Listing Rules of the FCA, or otherwise arising as a matter of law or regulation, the Company expressly disclaims any obligation or undertaking to disseminate after publication of this announcement any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
Neither the content of the Company's (or any other website) nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this announcement.
