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AXIS Capital Agrees to Terminate Merger with PartnerRe

Albert Benchimol, President and CEO of AXIS Capital, said, “Our proposed transaction with PartnerRe stood to create a powerful mix of two financially strong and independent companies with compelling insurance/reinsurance franchises”.

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Earlier today, EXOR S.p.A. announced it has signed a definitive merger agreement to acquire all of the outstanding common shares of PartnerRe for $137.50 per share in cash plus a $3.00 per share special dividend, for a total consideration of $140.50 per share, valuing PartnerRe at approximately $6.9 billion.

The agreement marks a U-turn for PartnerRe, which in January had agreed a merger with Axis and repeatedly spurned approaches from Exor, despite sweetened offers.

The deal puts an end to months of hostile bidding. This follows the decision of PartnerRe to terminate its amalgamation agreement with AXIS Capital and to cancel the Special General Meeting planned for August 7, 2015. PartnerRe previously rejected a $6.16 billion bid from Exor.

PartnerRe Ltd.’s board will be able to solicit competing offers and enter talks related to proposals received before September 14.

The deal is expected to close by the first quarter of 2016.

In connection with the termination of the amalgamation agreement, AXIS Capital will receive $315 million from PartnerRe. It still needs approval from PartnerRe shareholders.

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“Prior to PartnerRe reaching out to us last December to discuss a combination of our companies, we were confident in continuing with our strategy as a stand-alone company”, Axis Chairman Michael Butt said in a separate statement.

Axis CEO 'disappointed' PartnerRe merger fell through