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ACE note offering finally launched

insurance firm ACE was launched yesterday, one week behind schedule due to delays getting Ministry of Finance approval.

The Ministry yesterday finally authorised the incorporation of BDR Co. Ltd., the wholly-owned subsidiary of Bermuda Commercial Bank which is issuing the Notes.

BDR is offering approximately 100,000 Notes for $27.50, which reflects the amount of shares it received in the recent public offering of ACE stock.

Although Note holders will not receive any stock in ACE, their Notes will pay any dividends ACE declares and their value will mirror that of ACE stock. The Notes are essentially a way for Bermuda residents to invest in a foreign-owned company without having to buy US dollars. Note holders will avoid exchange control restrictions.

The prospectus for the offering, which is being arranged by First Bermuda Securities, states that the Notes will be "direct unsecured obligations'' of BDR.

BDR is not charging an administration fee for "at least one year following the date of the prospectus''.

"Following that period, the Issuer (BDR) may, if necessary, give notice of and charge an administration fee on redemption of the Notes, such fee not to exceed one percent of the relevant ACE sale price,'' states the prospectus.

"Under existing legislation in Bermuda, all payments may be made by the Bank without deduction or withholding whatsoever.'' It adds: "Neither the issuer nor the Bank is under any obligation to purchase or obtain any ACE shares for or in relation to this issue of Notes.

"It is the current intention of the Bank to utilise its own US Dollar funds to acquire such number of ACE shares, the value of which would be equivalent to the liabilities of the issuer under the Notes.

"Any ACE shares so acquired by the Bank will be purely for its own account.

No Noteholder will have any claim against or in relation to any ACE shares held by the Bank from time to time.'' An application is being made to list the Notes on the Bermuda Stock Exchange.

That Bermuda Commercial Bank was expecting to be given approval for BDR several days ago is all too evident in the prospectus.

The prospectus states that BDR incorporated on March 25, 1993, when, in fact, it was not given final permission until two days ago.