ACE Limited and Capital Re Corporation Execute Definitive Merger Agreement.HAMILTON, Bermuda--(BUSINESS WIRE)--June 11, 1999-- ACE Limited (NYSE NYSE See: New York Stock Exchange :ACL See access control list. 1. ACL - Access Control List. 2. ACL - Association for Computational Linguistics. 3. ACL - A Coroutine Language. A Pascal-based implementation of coroutines. ["Coroutines", C.D. ) announced today that it has entered into a definitive merger agreement for the acquisition of Capital Re Corporation (NYSE:KRE KRE Kauffman Racing Equipment KRE Kuwait Real Estate (bank) KRE Keffalas Real Estate, Inc KRE Key Results Expected KRE Karl Real Estate KRE Kernel Rules Enforcement KRE Korea Research Environment ). As previously announced, Capital Re's stockholders will receive 0.6 ordinary shares of ACE Limited for each share of common stock of Capital Re at closing, subject to a maximum value to Capital Re stockholders of $22 per share. It is anticipated that the transaction will be completed during the second half of calendar 1999, subject to customary closing conditions, including approval of the merger by Capital Re's shareholders and receipt of necessary regulatory approval. On January 12, 1999, ACE Limited announced it had agreed to acquire the international and domestic property and casualty insurance businesses of CIGNA CIGNA CG (Connecticut General Life Insurance Company) INA (Insurance Company of North America) Corporation for $3.45 billion in cash. The transaction, which is subject to receipt of necessary regulatory approval and other customary closing conditions, is expected to be completed on or about July 1, 1999. The ACE Group of Companies provides insurance and reinsurance The contract made between an insurance company and a third party to protect the insurance company from losses. The contract provides for the third party to pay for the loss sustained by the insurance company when the company makes a payment on the original contract. for a diverse group of international clients. Operating subsidiaries are based in Bermuda, the United States, the United Kingdom (Lloyd's), and the Republic of Ireland. At March 31, 1999, ACE Limited had approximately $8.9 billion in assets and $4.0 billion in shareholders' equity Shareholders' Equity A firms' total assets minus its total liabilities. Equivalently, it is share capital plus retained earnings minus treasury shares. Shareholders' equity is the amount by which a company is financed through common and preferred shares. . Application of the Safe Harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995: Certain statements made in this press release, such as the expected completion dates of the Capital Re acquisition and the CIGNA acquisition, are forward-looking statements, reflecting the Company's current views with respect to future events and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve risks and uncertainties which may cause actual results to differ from those set forth in these statements. Among other things, regulatory approvals could affect the estimated completion dates and, as stated above, the Capital Re transaction requires the approval of Capital Re's shareholders. In addition, the impact of mergers and acquisitions, the economic, competitive, insurance and reinsurance business conditions and other factors identified in the Company's filings with the Securities and Exchange Commission could affect the forward-looking statements contained in this press release. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the dates on which they are made. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. |
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