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Global Capital Re says shares will be priced next week

GCR Holdings Ltd., whose operating subsidiary is Bermuda-based property catastrophe reinsurer Global Capital Reinsurance Ltd., anticipates shares will be priced next week, the company's chief financial officer said.

Given the initial public offering (IPO) schedule, Mr. Frederick Deichmann said yesterday that he would be " surprised'' if the shares were not floated next week.

The 4.5 million shares, expected to be priced at about $18 each, are being sold by current shareholders.

After the initial public offering (IPO), there will be 25.7 million common shares outstanding.

GCR said it plans to return a major portion of net operating earnings -- 60 to 80 percent -- via quarterly dividends.

This is "quite different than most companies,'' Mr. Deichmann said.

"We think that is attractive to investors,'' he said.

GCR anticipates a February 1996 quarterly dividend of 62 cents per share. The company plans to target an average return on shareholder's equity of about 20 to 25 percent over time.

Return on equity, which tells the investor how effectually their money is being employed, is the amount earned on a company's common stock investment for a given period.

"Dividends will be paid only when, as and if determined by the company's board of directors out of funds legally available.

"The actual amount and timing of dividends (if any) will depend on GCR's results and capital needs, which in turn will depend on the level of losses incurred, opportunities to expand the business, GCR's competitive position and any other factor the board deems relevant.'' GCR, which will pay certain offering expenses estimated at $1.6 million, will not receive any proceeds from the sale of the shares which will trade under the symbol "GCREF''.

For the fiscal year ended September 30, about 72 percent of the company's reinsurance covered property catastrophe, of which 92 percent was written on an excess-of-loss basis.

The company, which has relationships with over 50 brokers, the largest of which is Guy Carpenter which accounted for 25 percent of fiscal 1995 premiums, had 246 clients at September 30, 1995 with just over half based in the US.

Just over half the company's premiums written related to US risks with the remainder focussed on Europe, Japan, Australia and New Zealand.

GCR was established in 1993 through the sponsorship of investment firm Goldman, Sachs and insurance and reinsurance broker Johnson & Higgins.

The pair currently own 23.8 and 8.7 percent of GCR and after the IPO, are expected to hold 19.4 and 6.8 percent of the ordinary shares respectively.

GCR was formed in response to a "severe imbalance'' in supply and demand for property catastrophe reinsurance that developed in 1993.

The imbalance was created by heavy losses, particularly Hurricane Andrew in 1992.

The result was a doubling in premiums while retention levels rose substantially, said GCR.

In 1995 GCR said it believed that global reinsurance rates in property catastrophe dropped an average of ten to 15 percent compared to 1994.

"Management believes that, while current premium levels are generally lower than in 1993 and 1994 and may soften further, the remain, and in the near future are likely to remain, substantially higher than in 1992,'' GCR said.

"In addition, the levels of catastrophic risk exposure that ceding insurers are prepared to retain continue to be substantially higher that in 1992, which reduces GCR's exposure to losses from catastrophic events of relatively higher frequency and lower severity,'' GCR said.

"Increases in the values and concentrations of insured property and the effects of inflation have resulted in increased severity of catastrophe losses in recent years and GCR expects those factors will increase the severity of catastrophe losses per year in the future.'' GCR's underwriting strategy is to maximise return on equity through targeting clients with superior risk/return profiles and largely limiting itself to direct writing and limiting coverage written on a retrocessional basis.

GCR offered capacity for only 15 percent of the new reinsurance programmes submitted for its review, excluding renewals of existing programmes, during fiscal 1995.

In fiscal 1995, the company underwrote 105 programmes for new clients. GCR also seeks to limit aggregate loss exposure in one geographic zone. For fiscal 1994 and 1995 GCR received return on average shareholder equity of 6.7 percent and 19.2 percent respectively and combined ratios of 60.8 percent and 48.8 percent respectively.

The combined ratio is a combination of loss and expense ratios revealing if a company is earning profit on business written.

In August, the company paid out $201 million via a $9 per share distribution to shareholders.

In that month, GCR also setup a $150 million revolving credit facility and borrowed $142 million under the arrangement.

That money, plus cash from assets sales, was used to fund the $201 million dividend.

All of GCR's capital shares were pledged to the lending banks for security.

GCR's underwriting guidelines limit catastrophe excess of loss exposure under any single contract, or under all contracts with a single client, to $25 million for any one catastrophic event.

At September 30, 1995, the company had five clients with single event limits between $15 and $25 million with 161 clients, or 79.3 percent, at less than $5 million.

The prospectus, dated November 22, also includes financial details of the company for 1994 and 1995.

Adjusted 1995 net income rose to $82 million from $29.8 million for the same period a year earlier.

Premiums written rose to $136.9 million from $102.1 million while premiums earned rose to $120.6 million from $56.7 million.

Total revenues rose to $150 million compared to $67.1 million and expenses rose to $68 million from $37.3 million.

Assets increased to $526.8 million from $482.3 million.

At September 30, 1995, book value of the company was $393 million or $15.30 per share.

The companies five top executives received 1995 compensation, which included salaries, bonuses and other reimbursements, totalling $2.7 million.

Company president and CEO Mr. Lawrence Doyle topped the list with annual compensation of $861,323.

He received a salary of $401,775, plus a bonus of $292,000 as well as other compensation of $167,548.

The latter category included housing expenses of $132,000.

GCR Holdings Ltd. is a Cayman Islands corporation.

The IPO is being underwritten by Goldman, Sachs & Co., Donaldson, Lufkin & Jenrette Securities Corporation, Smith Barney Inc. and J.P. Morgan Securities Inc.