PartnerRe Announces Completion Of Acquisition
PartnerRe Ltd. announced that the acquisition of the Company by EXOR has been completed in accordance with the terms of the merger agreement, previously announced on August 3, 2015.
Under the terms of the merger agreement, common shareholders of record as of immediately prior to the effective time of the Merger are entitled to receive per share consideration of $137.50 and a one-time special cash dividend of $3.00 per share.
The Company is also paying a pro-rata quarterly dividend of $0.13 per common share for the period March 1- March 17, 2016, payable to common shareholders of record as of immediately prior to the effective time of the Merger. Pursuant to the terms of the merger agreement and effective immediately, PartnerRe common shares will no longer be traded on the New York Stock Exchange [“NYSE”].
In connection with the consummation of the transaction, holders of the Company’s outstanding preferred shares as of the Closing are entitled to receive a cash payment of $1.25 per share [approximately $42.7 million in the aggregate].
The Company’s preferred shares will continue to be traded on the NYSE following the Closing. Additional information will be provided in due course relating to the launch of an exchange offer, referred to as the Alternate Exchange Offer in the merger agreement, whereby existing preferred shares can be exchanged for new preferred shares with an extended redemption date.
The Company also announced its Board of Directors will be comprised of John Elkann, Mario Bonaccorso, Brian Dowd, Patrick Thiele and Enrico Vellano [see biographies below].
The new Board of Directors is scheduled to convene for the first time on March 24, 2016, when they expect to nominate the Chairman and appoint the next permanent CEO [who is expected to be selected from PartnerRe’s existing management].
