Regus to change holding company name and move HQ to Switzerland

3rd November 2016

Global serviced office giant Regus has announced plans to move its head office to Switzerland, in part to take advantage of the country being outside of the EU and the uncertainty surrounding it, and create a new holding company of Regus and its subsidiaries named International Workplace Group (IWG plc) incorporated in Jersey.

Regus said the changes via a proposed scheme of arrangement reflected the “continuing progression of the Regus Group in its provision of a broad spectrum of flexible work solutions across multiple brands”.

It is also “in recognition of the Board's view of the broader market opportunities that the Regus Group can develop”.

It said the group would however continue to use the Regus brand extensively, “which has served it well for over 27 years”.

IWG will have its primary listing on the main market of the London Stock Exchange and, upon listing, is expected to be included in FTSE's UK Index Series.

All of the directors of Old Regus have been appointed to the board of IWG.

There will be no substantive changes to corporate governance and investor protection measures which apply to IWG from those that currently apply to Old Regus.

If the xcheme becomes effective, it will result in shareholders of Old Regus holding ordinary shares in IWG in the same proportions.

The assets and liabilities of the Regus Group immediately after the Scheme Effective Date will not differ substantially from the assets and liabilities it had before the Scheme Effective Date and the rights attaching to the IWG Shares will be substantially the same as those attaching to the existing Old Regus Shares.

It is expected that the Regus Group will continue to develop as an international business.

Since the relocation of the Regus Group's headquarters and place of central administration to Luxembourg in 2008 there have been a number of material changes in the way that the Regus Group operates and to the various regulatory frameworks that govern the business. The Board believes that the future growth of the Regus Group would be supported by the ots headquarters to Switzerland.

It said that as the Regus Group continues to develop worldwide there has been an increasing presence of senior management located in Switzerland.

Significantly, in November 2015, Regus appointed Dominik de Daniel to the position of Group Chief Financial Officer and Chief Operating Officer. de Daniel lives in Switzerland and many of his direct and indirect reports are also based there. The Regus Group's financial control, treasury and procurement functions are all now run from Switzerland and, as the business continues to centralise its key functions in order to achieve synergies of scale, the Board “considers that this hub will continue to grow further”.

The Board has also considered the current regulatory regime that governs Old Regus.

Old Regus is incorporated in Jersey and has its place of central administration (head office) in Luxembourg and it has” become increasingly burdensome for the Regus Group to manage”. In contrast, IWG, as a Jersey incorporated company having its head office in Switzerland, would not be governed by Swiss company law but only by Jersey company law.

Regus said that will the uncertainty surrounding the future shape of the EU and in particular its increasingly complex legislative environment meant Switzerland’s position outside the EU was an advantage as a headquarters location.

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