PartnerRe Ltd., seeking to fend off a hostile $6.8 billion cash bid from EXOR SpA, is weighing whether it can arrange new terms with rival reinsurer AXIS Capital Holdings Ltd. to preserve their planned merger.
The two Bermuda-based insurers postponed shareholder votes that were scheduled for July 24 and will instead hold meetings on Aug. 7, PartnerRe and AXIS said Friday in a statement.
EXOR, the billionaire Agnelli family’s investment firm, met with investors last week to persuade them to vote against the AXIS merger plan. EXOR Chairman John Elkann offered to lift the dividend on PartnerRe preferred shares by one percentage point if his bid is successful, and said he won’t call three series of the securities until 2021.
“PartnerRe and AXIS Capital are committed to ensuring that common and preferred shareholders benefit materially from the combination,” the reinsurers said in the statement. They said new terms will be released in the “near term.”
Amit Kumar, an analyst at Macquarie Group Ltd., and BMO Capital Markets’ Charles Sebaski have said EXOR’s sweetened terms may have been winning over PartnerRe shareholders.
“It is no secret that investors and other sell-siders continue to switch and put a lower probability on AXIS-PartnerRe deal making it past the finish line,” Kumar wrote in a note to clients on Thursday.
PartnerRe and AXIS seek to create the world’s fifth largest property-and-casualty reinsurer through a merger that would diversify risks. The added scale could help the company withstand competition from new rivals, including Wall Street investors who are pursuing weather-related bets that are uncorrelated with financial markets.
‘Flawed Process’
PartnerRe’s effort to revisit the deal terms should be considered a sign that EXOR’s offer is superior, Elkann’s company said in a separate statement.
“By postponing its own shareholder meeting, PartnerRe continues its attempts to rescue an inferior transaction that is the result of a flawed process,” EXOR said.
–With assistance from Selina Wang and Katherine Chiglinsky in New York and Dan Liefgreen in Milan.
Related:
- Hedge Fund Sandell Criticizes PartnerRe for Shunning $6.8B EXOR Offer
- AXIS & PartnerRe Consider Sweetening $6.2B Merger Agreement: Sources
- PartnerRe’s Ex-CEO: Shareholders Should Vote Against AXIS Merger Plan
- Update: Bermuda Court Rules in Favor of PartnerRe; EXOR Responds
- EXOR Files Suit to Get PartnerRe’s Shareholder List; Takeover Battle Heats Up
- Shareholders to Vote on Proposed Merger of AXIS Capital, PartnerRe on July 24
- PartnerRe Board Slammed by Activist Hedge Fund for Rejecting EXOR Bid
- PartnerRe Shareholders to Decide on AXIS Bid; Board Rejects EXOR Offer
- EXOR Refuses to Sweeten $6.8 Billion Offer to Acquire PartnerRe
- AXIS Says Termination Fee Would Soften Blow if PartnerRe Deal Collapses
- Update: PartnerRe Says $6.8B EXOR Offer Unacceptable; Open to Negotiations
- Italy’s Agnellis: Billionaire Family Behind PartnerRe Takeover Battle
- EXOR Raises Bid for PartnerRe by 5.8%, Aiming to Overcome Rival AXIS Offer
- Italy’s EXOR to Consider Increasing $6.4B Offer for PartnerRe: Sources
- AXIS Capital Could Attract Offer From Arch Capital: Report
- EXOR Bid for PartnerRe Still Has Legs as Shareholders Weigh Offers: Real M&A
- PartnerRe Rejects EXOR Offer; Confirms AXIS Deal w/ Enhanced Terms
- EXOR Says Remains ‘Fully Committed’ to Spurned PartnerRe Offer
- PartnerRe Investor Fund Describes EXOR Bid as ‘Much Superior’ to AXIS Deal
- Update: Italy’s EXOR Offers $6.4 Billion for PartnerRe in Threat to AXIS Deal
- AXIS to Merge with PartnerRe to Create $11 Billion Reinsurer
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