Bermuda-based Aspen Insurance Holdings Limited has confirmed that Endurance Specialty Holdings Ltd. has commenced an unsolicited exchange offer to acquire all outstanding shares of Aspen for a combination of common stock and cash.
The bulletin noted that “On June 2, Aspen announced that its directors had unanimously rejected an unsolicited proposal from Endurance with identical terms, noting that the proposal grossly undervalued Aspen, represented a strategic mismatch and, based on conversations with major clients and brokers, would result in significant dis-synergies. Moreover, the Company noted that the majority of the consideration included in the proposal consisted of Endurance stock, which is highly unappealing.”
Aspen pointed out that its first quarter results show the company “is delivering on a strategic plan to generate strong growth and shareholder value. Aspen achieved strong results across all parts of its business in the first quarter, with a resulting annualized operating ROE of 14.8 percent. The Company is well positioned to achieve its 10 percent operating ROE objective in 2014 and to deliver on its expectation that 2015 operating ROE will increase in the order of 100 basis points from 2014.”
Aspen said its Board of Directors will “carefully review the exchange offer in consultation with its independent financial and legal advisors and determine the course of action that it believes is in the best interests of Aspen and its shareholders,” in line with its “fiduciary duties.”
Aspen’s Board” intends to advise shareholders of its recommendation regarding the exchange offer within ten business days by making available to shareholders and filing with the U.S. Securities and Exchange Commission a solicitation/recommendation statement on Schedule 14D-9.
“Aspen shareholders are advised to take no action at this time pending the Board’s recommendation in the Schedule 14D-9.
Source: Aspen Insurance Holdings Limited