UPDATE: Endurance Specialty Holdings Terminates Offer to Buy Aspen
Endurance Specialty Holdings Ltd.
("Endurance") (NYSE: ENH) today announced that it has terminated its offer to
acquire Aspen Insurance Holdings Limited ("Aspen") (NYSE: AHL). In connection
with the termination of its acquisition offer, Endurance will not be pursuing
its board size increase and scheme of arrangement proposals.
John Charman, Chairman and Chief Executive Officer of Endurance, commented:
"We appreciate the support of those Aspen shareholders who voted for
Endurance's proposals. The votes of support for both of our proposals
exceeded our stated thresholds. However, we believe the current Bermuda
corporate governance laws, Aspen's focus on defensive self-preservation
tactics rather than value creation and the unwillingness of Aspen's
shareholders to take a stand, make it impractical at this time for Aspen
shareholders to realize the compelling value of our offer, which as of the
close of trading last Friday was equal to $49.60 per Aspen common share."
"While the strategic and financial benefits of Endurance's proposed
transaction are plainly evident, our management and Board of Directors
recognize the importance of being responsible custodians of our own
shareholders' capital. As we have for the past year, we will continue to
focus on the successful execution of our business plan and the accretion of
value for our shareholders," Mr. Charman concluded.
The exchange offer was previously scheduled to expire on August 29, 2014.
Endurance has instructed the exchange agent for the exchange offer to promptly
return all Aspen common shares to tendering shareholders.
About Endurance Specialty Holdings
Endurance Specialty Holdings Ltd. is a global specialty provider of property
and casualty insurance and reinsurance. Through its operating subsidiaries,
Endurance writes agriculture, professional lines, property, and casualty and
other specialty lines of insurance and catastrophe, property, casualty,
professional lines and specialty lines of reinsurance. We maintain excellent
financial strength as evidenced by the ratings of A (Excellent) from A.M. Best
(XV size category) and A (Strong) from Standard and Poor's on our principal
operating subsidiaries. Endurance's headquarters are located at Waterloo
House, 100 Pitts Bay Road, Pembroke HM 08, Bermuda and its mailing address is
Endurance Specialty Holdings Ltd., Suite No. 784, No. 48 Par-la-Ville Road,
Hamilton HM 11, Bermuda. For more information about Endurance, please visit
Cautionary Note Regarding Forward-Looking Statements
Some of the statements in this press release may include, and Endurance may
make related oral, forward-looking statements which reflect our current views
with respect to future events and financial performance. Such statements may
include forward-looking statements both with respect to us in general and the
insurance and reinsurance sectors specifically, both as to underwriting and
investment matters. Statements which include the words "should," "would,"
"expect," "intend," "plan," "believe," "project," "target," "anticipate,"
"seek," "will," "deliver" and similar statements of a future or
forward-looking nature identify forward-looking statements in this press
release for purposes of the U.S. federal securities laws or otherwise. We
intend these forward-looking statements to be covered by the safe harbor
provisions for forward-looking statements in the Private Securities Litigation
Reform Act of 1995.
All forward-looking statements address matters that involve risks and
uncertainties. Accordingly, there are or may be important factors that could
cause actual results to differ materially from those indicated in the
forward-looking statements. These factors include, but are not limited to, the
effects of competitors' pricing policies, greater frequency or severity of
claims and loss activity, changes in market conditions in the agriculture
insurance industry, termination of or changes in the terms of the U.S.
multiple peril crop insurance program, a decreased demand for property and
casualty insurance or reinsurance, changes in the availability, cost or
quality of reinsurance or retrocessional coverage, our inability to renew
business previously underwritten or acquired, our inability to maintain our
applicable financial strength ratings, our inability to effectively integrate
acquired operations, uncertainties in our reserving process, changes to our
tax status, changes in insurance regulations, reduced acceptance of our
existing or new products and services, a loss of business from and credit risk
related to our broker counterparties, assessments for high risk or otherwise
uninsured individuals, possible terrorism or the outbreak of war, a loss of
key personnel, political conditions, changes in accounting policies, our
investment performance, the valuation of our invested assets, a breach of our
investment guidelines, the unavailability of capital in the future,
developments in the world's financial and capital markets and our access to
such markets, government intervention in the insurance and reinsurance
industry, illiquidity in the credit markets, changes in general economic
conditions and other factors described in our Annual Report on Form 10-K for
the year ended December 31, 2013 and our Quarterly Report on Form 10-Q for the
quarter ended March 31, 2014.
Forward-looking statements speak only as of the date on which they are made,
and we undertake no obligation publicly to update or revise any
forward-looking statement, whether as a result of new information, future
developments or otherwise.
Endurance Specialty Holdings Ltd.
Phone: +1 441 278 0988
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