American Re Agrees to Be Acquired By Munich Re For $65 Per Share.PRINCETON, N.J.--(BUSINESS WIRE)--Aug. 14, 1996--American Re Corporation (NYSE-ARN) announced today that it has signed definitive documents providing for it to be acquired by Munich 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. Company, the world s largest reinsurer re·in·sure tr.v. re·in·sured, re·in·sur·ing, re·in·sures To insure again, especially by transferring all or part of the risk in a contract to a new contract with another insurance company. , for $65 in cash for each share of common stock (on a fully-diluted basis), or approximately $3.3 billion in total consideration excluding the Company's outstanding long-term debt Long-Term Debt Loans and financial obligations lasting over one year. Notes: For example debts obligations such as bonds and notes which have maturities greater than one year would be considered long-term debt. and preferred securities. In the transaction, the Company, which is the holding company for American Re-Insurance Company, will merge with a subsidiary of Munich Re Munich Re AG, in German Münchener Rück AG (ISIN: DE0008430026), is the world's second largest reinsurance company with over 5,000 customers in 160 countries and has its headquarters in Munich, Germany. . American Re-Insurance Company will retain its name, and its home office will continue to be located in Princeton, NJ. The Company expects that the transaction, which is subject to the approval by the stockholders of the Company, to regulatory approvals, and to certain other customary conditions and approvals, will close later this year. The Company also announced that certain partnerships controlled by Kohlberg Kravis Roberts Kohlberg Kravis Roberts & Co (commonly referred to as KKR) is a New York City-based private equity firm that focuses primarily on late-stage leveraged buyouts. It was founded in 1976 by Jerome Kohlberg, Jr., and cousins Henry Kravis and George R. & Co. ("KKR KKR Korringa-Kohn-Rostoker (method) KKR Kohlberg, Kravis & Roberts & Co. KKR Kalkara (postal locality, Malta) KKR Kramers-Kronig Relations KKR Komarappa Gounder Ramalingam (hospital in India) "), which collectively own approximately 64.1% of the Company's voting stock Voting stock The shares in a corporation that entitle the shareholder to vote. voting stock Stock for which the holder has the right to vote in the election of directors, in the appointment of auditors, or in other matters brought up at the , have agreed to vote in favor of the transaction and have granted an option on their shares to Munich Re. Paul H. Inderbitzin, Chairman, President and Chief Executive Officer of the Company, who will retain those positions after the transaction closes, said, "I am delighted to have American Re become part of the Munich Re organization. This transaction recognizes the substantial value that American Re already provides to its clients through its Whole Account approach, which will be enhanced by American Re's new affiliation with the world's largest reinsurer. Munich Re's global stature and integrity are well known and I believe the strengths of the two companies will complement each other very well." Mr. Inderbitzin also noted, "While this transaction will end American Re's ownership by KKR, I believe that it will not end our relationship with that firm, which has been, and I believe will continue to be, a stalwart, knowledgeable supporter of the insurance and reinsurance industry." Saul Fox, general partner of KKR said, "Given the rapid consolidation of the international insurance community, this transaction will allow American Re to continue as an industry leader, enhancing its ability to provide clients with both service and capacity. It is the right move at the right time for both companies, creating a larger, more formidable global competitor. We would like to congratulate Munich Re on joining forces with such a fine management team. "In fact, the relationship between KKR and American Re's management team has been an exceptional four-year partnership," Mr. Fox Mr. Fox were a band, part of the British "electric folk" or "folk rock" movement, circa 1970. Members:
Dr. Hans-Jurgkn Schinzler, the Chairman of Munich Re's Board of Management, noted, "The purchase means a great step forward for our core business, reinsurance. We have the greatest respect for the qualities of American Re -- its high quality business approach, its people and its clients. We are convinced that the addition of American Re to the Munich Re family of companies, including Munich American Reinsurance Company, will allow us to offer the best service to our clients and outstanding opportunities for our employees. The transaction is also expected to have a positive effect on Munich Re's future earnings per share." The Company, through its wholly owned subsidiaries Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. , is a direct writer of treaty and facultative facultative /fac·ul·ta·tive/ (fak´ul-ta?tiv) not obligatory; pertaining to the ability to adjust to particular circumstances or to assume a particular role. fac·ul·ta·tive adj. 1. reinsurance and related services, with approximately 1,200 employees in 13 domestic and 16 international offices. CONTACT: American Re Corp., Princeton James R. Fisher, 609/243-4602 Thomas H. Walker, Jr., 609/243-4679 Munich Re Christian Jacobi, 011-49-89-3891-2376 Peter Wagner The name Peter Wagner can refer to several persons:
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