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Completion of the Acquisition, Admission to the Main Market for listed securities of the London Stock Exchange

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Third Point Investors completes acquisition of Malibu Life Reinsurance and admits to London Stock Exchange Main Market.

  • Ordinary Shares admitted to Main Market 21,426,808
  • Total voting rights post-Admission 29,997,532
  • Redemption Offer value approximately $135 million
  • Subscription proceeds approximately $62 million
  • Reference NAV $32.64
  • Subscription Price $28.56
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Completion of the Acquisition

Admission to the Main

Completion of the Acquisition and Admission

Third Point Investors Limited (the "Company") is pleased to announce that the acquisition of 100 per cent. of the equity interests in Malibu Life Reinsurance SPC from Malibu Life Holdings LLC (the "Acquisition") completed today and that the admission of 21,426,808 Ordinary Shares to the ESCC Category and to trading on the Main Market for listed securities of the London Stock Exchange (the "Main Market") is expected today at 8.00 a.m. ("Admission").

Further to the Company's announcement on 11 September 2025, the Company has today issued 1,868,805 Ordinary Shares (being the Relevant Consideration Shares, representing approximately 95 per cent. of the Consideration Shares) to Malibu Life Holdings LLC in consideration for the Acquisition.

Dimitri Goulandris, Chair of the Company following Admission, commented:

"Today is an important and exciting milestone as TPIL completes the acquisition of Malibu Life, to create a fully capitalised, reinsurance operating company. The Board is delighted to bring the company to the London market, where Malibu offers investors a unique and attractive opportunity to access the $1 trillion and growing fixed annuity market in the United States, through an established reinsurance platform with an experienced and capable management team.

With the strategic transformation complete, the focus is on disciplined execution of the business plan which projects growth driven by the signing of further annuity reinsurance contracts as well as building in-house origination capabilities. The Company targets approximately $5bn in annual premium income and annual returns in the mid-teens by the end of 2027. The management team has already identified a strong pipeline of growth opportunities, and we look forward to keeping the market updated as we scale the business through this exciting phase of development.

The Board strongly believes these initiatives will, over time, generate superior risk-adjusted returns by positioning the Company to capitalise on compelling economic and demographic tailwinds in the U.S. insurance and reinsurance market. Along with the management team, we are highly motivated to deliver on the substantial opportunity ahead.

Total voting rights

Immediately following Admission, the Company will have 21,426,808 Ordinary Shares in issue and admitted to trading on the Main Market, and its issued share capital will be:

21,426,808 US dollar Ordinary Shares with one vote per share; and

8,570,724 US dollar B Shares with one vote per share.

Therefore, the total number of voting rights in the Company immediately following Admission will be 29,997,532.

The Company holds no shares in treasury.

In accordance with the Redemption Offer, the Company expects to redeem 4,376,750 Ordinary Shares on 19 September 2025 such that, immediately following completion of the Redemption Offer, the Company will have 17,050,058 Ordinary Shares admitted to trading on the Main Market.

A further announcement is expected to be made following completion of the Redemption Offer.

Timetable

The timetable contained in the Company's announcement on 4 September 2025 remains unchanged.

On 23 July 2025, the Company announced an update on the Acquisition which included details of the Redemption Offer and the Subscriptions. The aggregate value of the Redemption Offer is approximately $135 million, comprising: (i) the initial redemption consideration of $125 million in aggregate payable in cash at or around the settlement date of the Redemption Offer, at an amount per redeemed Ordinary Share equal to 87.5% of the Reference NAV; and (ii) deferred redemption consideration consisting of the net proceeds of realising the Illiquid Redemption Portfolio attributable to such Ordinary Share in cash over time (with the Illiquid Redemption Portfolio being valued as approximately $10 million at 31 August 2025). In connection with the Acquisition and the Redemption Offer, the Company accepted applications for subscriptions in aggregate for approximately $62 million in value of Ordinary Shares from new and existing investors. On 14 August 2025, the Company announced the results of the EGM at which the Acquisition and certain related matters were approved by the Company's shareholders. On 4 September 2025, the Company announced that the Redemption Offer was over-subscribed and that the Reference NAV is $32.64 and the Subscription Price is $28.56. The 2,165,614 new Ordinary Shares to be issued pursuant to the Subscriptions will be issued today and the 4,376,750 Ordinary Shares to be redeemed pursuant to the Redemption Offer are expected to be redeemed on 19 September 2025.

Except as disclosed above in relation to the Redemption Offer and the Subscriptions, the Company confirms that there has been no material change affecting any matter contained in the Company's announcement of the Acquisition on 21 May 2025 under UKLR 7.3.1R or 7.3.2R, where "material" has the meaning given to it in UKLR 7.3.14R.

Capitalised terms used in this announcement shall, unless otherwise defined, have the same meanings as set out in the Company's prospectus dated 8 September 2025. All references to times in this announcement are to times in London (unless otherwise stated).

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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