Press Release April 2000 - JLT Corporate Risks and Services advances UK & Ireland retail operations

Jardine Lloyd Thompson Group plc ("JLT"), the leading international provider of risk solutions and insurance services, announces that it has entered into an agreement to combine its UK retail insurance and employee benefit operations with Burke Ford (Holdings) Limited and its subsidiaries ("the Burke Ford Group").
The combined business will operate as Jardine Lloyd Thompson UK Holdings Limited within the JLT Corporate Risks & Services division and will be positioned as one of the leading independent UK brokers and consultants, with revenues of over £50m.

The acquisition is expected to be earnings enhancing in year one for JLT and provides the business with significant additional strength in the UK and Ireland retail insurance markets. The combined business will benefit from improved economies of scale and increased market leverage in JLT's chosen areas of retail business. Further, the additional expertise drawn from Burke Ford Group and increased sales opportunities across the combined client base will provide a strong platform for ongoing growth.

The Burke Ford Group is made up of a number of businesses covering UK retail insurance broking and financial services. For the year ended 31st August 1999, the company had total revenue of £10.7 million generating a profit before tax of £ 1.3 million. Burke Ford Group has acquired a number of businesses over the past year which are not fully reflected in its historic results. The net assets of the Burke Ford Group at completion are estimated at £4 million.

JLT's existing UK and Ireland retail insurance and employee benefit businesses, excluding associates, recorded revenue of £37.2 million and profit before tax of £3.9 million for the year ended 31 December 1999.

John Hastings-Bass, Chief Executive of JLT Corporate Risks & Services, will be Chairman of Jardine Lloyd Thompson UK Holdings Limited. Dominic Burke, Chief Executive of Burke Ford (Holdings) Ltd will become Chief Executive.

Certain Burke Ford Group shareholders will receive a total cash payment of £5 million on completion. The continuing Burke Ford Group shareholders will hold a minority interest of 19% in the combined business through the newly created holding company, Jardine Lloyd Thompson UK Holdings Ltd. The minority interest will be subject to an option agreement which contains put and call options over the shares held by continuing Burke Ford Group shareholders which may be exercised, in normal circumstances, between March 2006 and March 2008.

The total deferred consideration under the option agreement will be calculated on a formula dependent upon the results of the combined business for the three years prior to exercise, relative to the profits of JLT. The maximum deferred consideration under the option agreement will be limited to 4% of the then issued capital of JLT. At the option of JLT, up to 50% of the consideration may be satisfied by the issue of new shares in JLT.

John Hastings-Bass, Chief Executive of JLT Corporate Risks & Services, said:
"Combining these two successful retail businesses will create a formidable force in one of our most important markets. The merger will establish us as one of the UK’s leading providers of insurance broking, employee benefits and financial services to clients of all sizes, whilst offering them access to our extensive international resources. We are determined to ensure that clients enjoy outstanding service levels across the business.”

Dominic Burke, Chief Executive of Burke Ford Group, said:
“This deal brings together two strong businesses with complementary objectives. Looking to our shared future, we aim to continue to develop our market position and to deliver increasingly attractive products that best meet our clients’ needs. I have no doubt that we will build an ever-strengthening retail business in the UK and Ireland.”