The tussle between AXIS Capital Holdings Ltd. and EXOR SpA for control of Bermuda-based reinsurer PartnerRe Ltd. could be drawing to a close after a bidding war that began four months ago.
AXIS and PartnerRe improved the terms of their deal yet again on July 16, in an attempt to win over skeptical investors that have openly supported EXOR SpA’s all-cash counter offer made in April.
Following are details of what has been a combative few months for the three companies.
Key events:
January 2015 – AXIS and PartnerRe agree all-share $11 billion merger to create one of the world’s largest reinsurers.
Fitch downgrades PartnerRe, citing “uncertainty” after CEO departs when deal is announced.
April 2015 – EXOR, the investment vehicle of Italy’s prominent Agnelli family, offers $6.4 billion in cash for PartnerRe, sending reinsurer’s stock to record high.
PartnerRe’s No. 2 shareholder Franklin Mutual Advisers LLC (FMA) says EXOR bid “much superior” to AXIS deal.
May 2015 – PartnerRe rejects “undervalued” EXOR offer; agrees sweetened terms with AXIS.
EXOR raises bid to $6.8 billion, saying this is its “final” offer; FMA says AXIS deal will “be voted down.”
PartnerRe says ready to talk with EXOR, but board continues to support AXIS offer. EXOR says still will not raise bid, but willing to negotiate if PartnerRe’s board declares Italian firm’s offer superior.
Investor Sandell Asset Management asks board to acknowledge EXOR’s offer as likely superior.
June 2015 – PartnerRe and AXIS urge shareholders to vote for improved merger, now valued at $13 billion.
EXOR urges PartnerRe’s preferred shareholders to vote against AXIS deal, saying it is “engineered by certain PartnerRe board members with significant personal interests.”
PartnerRe says EXOR offer has “unacceptable risks.”
EXOR backs up offer with parent company EXOR SpA.’s balance sheet, giving any potential deal greater certainty of closing and clearing regulatory hurdles.
July 2015 – PartnerRe pushes back shareholder vote on AXIS merger to Aug. 7.
AXIS and PartnerRe improve terms of their merger with special dividend big enough to match EXOR’s offer for preferred shareholders.
(Compiled by Richa Naidu in Bengaluru; editing by Simon Jennings)
Topics Mergers & Acquisitions
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