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Hub amends merger agreement with Apax, Morgan Stanley


March 22, 2007   by Canadian Underwriter


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Hub International Limited (NYSE:HBG) (TSX:HBG)(“Hub”), a North American insurance broker, has amended the agreement by which it will be acquired by Apax Partners (“Apax”) and Morgan Stanley Principal Investments (“MSPI”).
According to Hub, the change in the agreement calls for, among other things, an increase [in] the consideration to be received by Hub’s shareholders to US$41.50 in cash per common share from US$40.00.
Prior to the amendment, Apax Partners and Morgan Stanley had offered to buy Hub for a reported purchase price of about US$1.7 billion.
Hub said the increase in consideration followed receipt by Hub of competing proposals. In the event the amended Arrangement Agreement is terminated under specified circumstances, Hub will be obligated to pay a break-up fee of 3% of the equity value of the transaction (US$53 million).”
Hubs board of directors has unanimously approved the amendment to the Arrangement Agreement (with interested directors abstaining.
The transaction is expected to be completed toward the end of the second quarter of 2007. It is yet subject to shareholder approval, Canadian court approval, and other regulatory approvals including merger notification filings in the United States and Canada, as well as customary closing conditions.


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