RenaissanceRe Holdings Ltd. and Platinum Underwriters
Holdings Ltd. introduced that the businesses have entered right into a
definitive merger agreement below which RenaissanceRe will collect Platinum.
underneath the terms of the transaction, the common shareholders
of Platinum will acquire $76.00 per commonplace proportion in stock and coins,
or about $1.nine billion. RenaissanceRe expects the transaction to be accretive
to book fee in line with percentage and profits according to percentage and
that the combined enterprise could have great monetary electricity and
flexibility put up-remaining.
Kevin J. O’Donnell, president and leader government officer
of RenaissanceRe, commented: “we're very thrilled to have entered into the
definitive settlement to gather Platinum. it is a well-run enterprise and its
integration with RenaissanceRe will gain our blended corporations’ customers
through an elevated product imparting and dealer relationships. it will also
accelerate the boom of our U.S. specialty and casualty reinsurance platform and
as a result, create enhanced fee for our shareholders.”
Mr. O’Donnell continued: “Platinum is a company we recognise
nicely as we supported its formation and preliminary public offering in 2002.
Platinum’s disciplined method to underwriting and danger control is a strategic
and cultural healthy for RenaissanceRe and its ebook of commercial enterprise
will be included within our hazard control framework. After the transaction
closes, we count on our mixed agency will maintain to have the very robust
capital and liquidity role you have come to expect from RenaissanceRe.”
The mixture attention for the transaction will consist of
7.5 million RenaissanceRe common stocks, worth about $761 million, and
$1.sixteen billion of cash. The cash attention can be funded via a pre-last
dividend from Platinum, RenaissanceRe available budget and the proceeds from
the issuance of new senior debt.
the acquisition fee of $76.00 represents a 24% premium to
Platinum’s remaining rate in line with commonplace percentage as of November
21, 2014. At ultimate, Platinum shareholders will receive a $10.00 in keeping
with share unique pre-ultimate dividend and will be entitled to pick to obtain,
for each Platinum percentage held, both (i) $66.00 in cash, (ii) 0.6504
RenaissanceRe not unusual shares or (iii) 0.2960 RenaissanceRe commonplace
stocks and $35.96 in cash. All elections will be difficulty to proration such
that RenaissanceRe troubles exactly 7.5 million common shares. Following
finishing touch of the transaction, Platinum’s existing shareholders will
personal about 16% of RenaissanceRe’s exceptional shares.
RenaissanceRe’s senior management team, led with the aid of
Kevin O’Donnell, and eleven member board of directors will continue to be in
vicinity. The combined agency will maintain RenaissanceRe’s name and
headquarters.
For the one year ended September 30, 2014, the two agencies
had seasoned forma gross premiums written of $2.zero billion. Shareholders’
equity will increase from $3.7 billion to $4.five billion and overall cash and
invested belongings will boom from $7.0 billion to $9.four billion on a
seasoned forma basis. RenaissanceRe expects to obtain about $30 million of
run-price annual cost savings and to understand meaningful capital efficiencies
from the combination.
The agreement has been unanimously permitted through each
corporations’ forums of administrators. The transaction is predicted to close
in the first half of of 2015 and is situation to normal regulatory approvals in
addition to the approval of Platinum’s shareholders.
Morgan Stanley & Co. LLC is appearing as financial
marketing consultant to RenaissanceRe in reference to the transaction and
Willkie Farr & Gallagher LLP as legal recommend. Wachtell, Lipton, Rosen
& Katz is acting as felony suggest to RenaissanceRe’s Board of directors in
connection with the transaction.
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