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BRI HOLDING, UNDERWRITER'S INSURANCE GROUP AND CHIPPEWA RESOURCES ENTER INTO AGREEMENT

 BRI HOLDING, UNDERWRITER'S INSURANCE GROUP
 AND CHIPPEWA RESOURCES ENTER INTO AGREEMENT
 DENVER, Aug. 26 /PRNewswire/ -- On Aug. 25, 1992, Chippewa Resources Corp. (AMEX: CWA) entered into an agreement with various parties including the shareholders of BRI Holding Corp. ("BRI") and Underwriter's Insurance Group PLC ("UIG"), two private companies operating in the insurance business. Under the agreement the shareholders of BRI, UIG and others in the transaction will acquire approximately 77 percent of Chippewa through the exchange of 100 percent of the equity of BRI and 80 percent of the equity of UIG. Also included in the exchange are $35,000,000 of loan guarantees authorized by certain members of the Kwajalein Landowners Association of the Republic of the Marshall Islands who receive annual payments from the Government of the United States of America pursuant to United States Public Law 99-237 which guarantees will be used for future financing. BRI is an insurance broker, manager of other insurance companies and reinsurance company located in New York. BRI is rated among the 20 largest insurance brokerages in the United States according to Business Insurance, a weekly publication devoted to this segment of the insurance industry. UIG is an Irish reinsurance company with offices in Ireland, New York and Washington. Initial closing of the transaction is expected to take place on or before Sept. 3, 1992. Completion of the transaction is subject to shareholder, American Stock Exchange and various regulatory agency approvals.
 Chippewa will issue 27,000 shares of its Series C Convertible Preferred stock to the BRI shareholders. These shares are convertible into 27,000,000 shares of Chippewa common stock upon the occurrence of certain events and/or satisfaction of certain requirements contained in the Agreement as summarized below. The 27,000 Series C shares have voting rights, in the aggregate, equivalent to 540,000 shares of Chippewa common stock until conversion into Chippewa common stock and have certain liquidation preferences and redemption rights related to 100 percent of the ownership of BRI until conversion into Chippewa common stock. In addition Chippewa will issue to BRI a promissory note for $10,000,000 with interest at 12 percent payable in one year secured by a pledge of the BRI stock.
 Chippewa will issue 25,500 shares of its Series D Preferred stock to UIG shareholders. These shares are also convertible into 25,500,000 shares of Chippewa common stock upon the occurrence of certain events and/or satisfaction of certain requirements contained in the Agreement as summarized below. The 25,500 Series D shares have voting rights, in the aggregate, equivalent to 510,000 shares of Chippewa common stock and have certain liquidation preferences and redemption rights related to 80 percent of the ownership of UIG until conversion into Chippewa common stock.
 In addition, Chippewa will issue to UIG, pursuant Regulation S, 1,500,000 shares of its common stock in exchange for the Guarantees. Chippewa will also issue upon conversion of the Series C and Series D shares into common stock, in aggregate, 5,400,000 shares of common stock to pay certain consultant/finder's fees to parties previously not affiliated with Chippewa, which issuances shall be pursuant to Regulation S. The Series C and Series D stock (and common stock into which it converts) and the finder's shares are subject to cancellation in the event that the payment of the $10,000,000 Note to BRI is defaulted.
 Pursuant to the Agreement, the parties have agreed that: Chippewa will cause $10,000,000 of Guarantees to be used in connection with the issuance of debt or equity securities, the proceeds of which shall be paid to BRI shareholders to repay the promissory note; that bridge financing will be arranged for $500,000 prior to Oct. 8, 1992; that financing will be arranged, either through use of the Guarantees or otherwise, sufficient to pay off all of Chippewa's debts with such financing becoming available at the rate of not less than $2,500,000 per month beginning Oct. 31, 1992; that Chippewa will transfer to its approximately 88 percent owned public subsidiary, Delta Petroleum Corp. ("Delta"), all of Chippewa's oil and gas related assets including all shares of its other majority owned public subsidiary, Amber Resources Co. ("Amber"), plus other, assets free and clear of any and all liabilities; that Chippewa will transfer to Delta the difference, if any, between $10,000,000 and the sum needed to discharge Chippewa's debts of approximately $9,500,000 million; that after completion of the transactions already mentioned in this paragraph $15,000,000 of the Guarantees may be used by Chippewa for additional acquisitions in the insurance industry; that four persons designated by the BRI/UIG group will be immediately appointed to the board of directors. Conversion of the preferred stock to be issued in the transaction will occur as certain of the agreement provisions are met.
 As a result of the transaction contemplated by this Agreement, Chippewa will own two insurance subsidiaries and its oil and gas properties and operations through its 88 percent owned public subsidiary, Delta. After the completion of several requirements contained in the Agreement, the control and management of Chippewa and its various subsidiaries will be rearranged so that Chippewa and its insurance subsidiaries, BRI and UIG, will be controlled and managed by principals of BRI and UIG and the Delta oil and gas operations will be controlled and managed by present Chippewa officers and directors. The insurance operations will remain in New York and the oil and gas operations will remain in Denver.
 As indicated above, the Agreement has requirements for various performances by the several parties, including Chippewa. There are also provisions for stock voting agreements, consulting agreements and other matters. Failure to accomplish several of the requirements may prompt the redemption of the stock issued in a fashion similar to a recision.
 The transaction is described more fully in Chippewa's Form 8-K report to the SEC, a copy of which is available upon request.
 -0- 8/26/92
 /CONTACT: Roger A. Parker or Aleron H. Larson, Jr. both of Chippewa Resources, 303-298-7425/
 (CWA) CO: Chippewa Resources Corp.; BRI Holding Corp.; Underwriter's
 Insurance Group PLC ST: Colorado IN: OIL SU:


MC -- DV002 -- 3411 08/26/92 11:16 EDT
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Date:Aug 26, 1992
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