PartnerRe to ask shareholders to back Axis bid
PartnerRe is to ask its shareholders to back the merger deal with Axis Capital over a $6.8 million rival bid from Italian investment firm Exor.
The move came after PartnerRe and Exor were unable to thrash out terms to allow a meeting between the two to take place to discuss the buyout bid.
Exor wanted PartnerRe to admit its bid was better before meeting, while PartnerRe said the already-upped offer from Exor would have to be raised.
A spokesman for PartnerRe said: “By demanding that we declare their offer ‘reasonably likely to be a superior proposal’ as a precondition to any negotiations, Exor has effectively rejected our board’s good faith offer to engage in discussions on price and other terms.
“We have made it very clear that Exor’s price and terms are unacceptable.”
But PartnerRe said that it was still willing to meet Exor chiefs to discuss whether the bid price could be raised.
A statement from PartnerRe added: “PartnerRe will now proceed to shareholder approval of the transaction with Axis Capital.
“The board has not changed its recommendation with respect to, and continues to support, the pending merger with Axis Capital.”
But Exor welcomed the news that PartnerRe shareholders would get the chance to voice their views on the rival proposals.
A statement from the firm said that PartnerRe “continues to mischaracterise our proposal” and remained “unwilling to engage with Exor according to the terms provided in their agreement with Axis Capital Holdings Ltd.”
The statement added: “Exor therefore welcomes the announcement that the board of PartnerRe is finally taking steps to allow its shareholders to vote on the Axis transaction.”
And Exor said it was “confident” that shareholders would back its $137.50 per share all-cash offer for the firm and its “superior value and certainty.”
The firm originally offered $130 per share — with the increased offer said by Exor to be a 10 per cent premium on the all-share Axis/PartnerRe deal, based on the Axis share price on May 5.
PartnerRe responded with an $11.50 per share special dividend to shareholders if the Axis merger went ahead.
Exor, controlled by the billionaire Agnelli family, has already spent $609 million to buy up close to 10 per cent of PartnerRe — the firm’s largest shareholder.
Exor said it intended to retain PartnerRe as a stand-alone company and keep existing management and staff.
The Axis/PartnerRe deal would create the world’s fifth largest reinsurer and the two companies have said joining forces would save $200 million a year — with some of the savings from redundancies among the combined Bermuda-based staff of around 130.
And the two reinsurance firms — near-neighbours on Pitts Bay Road in Pembroke — would also probably require less office space.
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