Enstar and Torus to Acquire Belgian Insurance Operations From Nationale Suisse
February 05 2015 - 4:15PM
Enstar Group Limited (Nasdaq:ESGR) announced that today it has
entered into a definitive agreement with Nationale Suisse to
acquire its subsidiary, Nationale Suisse Assurance S.A. ("NAB").
NAB is a Belgium-based insurance company writing non-life specialty
insurance and life insurance.
As part of the transaction, Enstar subsidiary Torus Insurance
Holdings Limited will acquire NAB's two underwriting agencies,
Vander Haeghen & C° and Arena. Vander Haeghen & C°
specializes in luxury car and other specialist insurance products
and Arena is a leading sports club insurance agency. In
addition, Torus' A.M. Best A- rated European insurance platform
will acquire the right to renew certain business currently
underwritten by NAB, including the business placed by Vander
Haeghen & C° and Arena, as well as other select lines. In
connection with the transfer of certain of NAB's renewal business
to Torus, NAB will be placed into an orderly run-off.
The total consideration for the transaction will be €33.7
million (approximately $38.5 million), which Enstar expects to
finance from cash on hand. The seller, Nationale Suisse, has
been part of the Helvetia Group since October 2014. The transaction
is part of its planned withdrawal from the Belgian
market.
Completion of the transaction is conditioned on, among other
things, regulatory approvals and satisfaction of various closing
conditions. The transaction is expected to close during the
second quarter of 2015.
About Enstar
Enstar Group Limited and its operating subsidiaries acquire and
manage diversified insurance businesses through a network of
service companies in Bermuda, the United States, the United
Kingdom, Continental Europe, Australia and other international
locations. Enstar is a market leader in completing legacy
acquisitions, having acquired over 65 companies and portfolios
since its formation in 2001. Enstar's active underwriting
businesses include the Atrium group of companies, which manage and
underwrite specialist insurance and reinsurance business for
Lloyd's Syndicate 609, and the Torus group of companies. For
further information about Enstar, see
www.enstargroup.com.
About Torus
Torus Insurance Holdings Limited is an international, A- rated
insurance group with six wholly owned insurance platforms,
including Lloyd's Syndicate 1301. Torus underwrites business across
the Property, Specialty and Casualty risk classes from operations
in London, Continental Europe and the US. Torus is owned by Enstar,
together with the Trident V funds managed by Stone Point Capital
LLC and Dowling Capital Partners I, L.P. For further information
about Torus, see www.torus.com.
This press release contains certain forward-looking statements
within the meaning of the Private Securities Litigation Reform Act
of 1995. These statements include statements regarding the intent,
belief or current expectations of Enstar, Torus and their
respective management teams. Investors are cautioned that any such
forward-looking statements speak only as of the date they are made,
are not guarantees of future performance and involve risks and
uncertainties, and that actual results may differ materially from
those projected in the forward-looking statements as a result of
various factors. In particular, Enstar and Torus may not be able to
complete the proposed transaction on the terms summarized above or
other acceptable terms, or at all, due to a number of factors,
including but not limited to the failure to obtain governmental and
regulatory approvals or to satisfy other closing conditions.
Important risk factors regarding Enstar may be found under the
heading "Risk Factors" in Enstar's Form 10-K for the year ended
December 31, 2013 and Form 10-Q for the three and six months ended
June 30, 2014, and are incorporated herein by reference.
Furthermore, Enstar and Torus undertake no obligation to update any
written or oral forward-looking statements or publicly announce any
updates or revisions to any of the forward-looking statements
contained herein, to reflect any change in its expectations with
regard thereto or any change in events, conditions, circumstances
or assumptions underlying such statements, except as required by
law.
CONTACT: Richard J. Harris
(441) 292-3645
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