RUTX Republic Companies

DALLAS, Nov. 1 /PRNewswire-FirstCall/ -- Republic Companies Group, Inc. (NASDAQ:RUTX) ("Republic") today announced that it will hold a special meeting of stockholders on December 4, 2006 for the purpose of asking stockholders to vote upon the proposed acquisition of Republic by a wholly- owned subsidiary of Delek Capital Ltd. ("Delek Capital"). The meeting will be held at 9:00 a.m. EST on December 4, 2006 at The Alex Hotel, 205 East 45th Street, New York, NY. All Republic common stockholders of record at the close of business on October 23, 2006 will be entitled to vote at the meeting. Pursuant to the terms of the agreement, holders of Republic common stock will receive $20.40 cash for each share of Republic common stock they own at the closing of the acquisition. The companies anticipate that they will obtain all regulatory approvals and close the merger in 2006. However, no assurances can be given that the companies will obtain all regulatory approvals (whether in 2006 or next year), obtain stockholder approval or close the merger. The acquisition was first announced in a joint press release dated August 4, 2006. Republic currently expects to start mailing proxy statements soliciting the votes of its stockholders in favor of the proposed acquisition today or shortly after today. Delek Capital is a subsidiary of Delek Group Ltd., a conglomerate domiciled and publicly traded in Israel with interests in energy, infrastructure, communications, real estate, financial services and automotive businesses. Upon completion of the transaction, the business will continue to operate under the Republic name, and its headquarters will remain in Dallas, Texas. Parker Rush and his senior management team will continue to serve with the company following the completion of the acquisition. About Republic Republic Companies Group, Inc. through a group of insurance companies and related entities provides personal and commercial property and casualty insurance products. In its Independent Agents segments, Republic distributes these products to individuals and small to medium-size businesses through a network of independent agents primarily in Texas, Louisiana, Oklahoma and New Mexico. In its Program Management and Insurance Services segments Republic capitalizes on its unique combination of charters and licenses to develop and manage target-niche insurance products that are distributed through managing general agents in many additional states. Visit http://www.republicgroup.com/ for more information. About Delek Delek Group, with annual revenues of approximately $4.5 billion, is one of the largest corporations trading on the Tel Aviv Stock Exchange with major investments in Israel, Europe and North America. Delek and its affiliates own controlling interests in the oil refining and distribution industries in the United States, as well as real estate investments in Canada. Precautionary Statement Regarding Forward-Looking Information Some of the statements in this press release may include forward-looking statements, as that term is defined in the Private Securities Litigation Reform Act of 1995 (PSLRA), that reflect Republic's current views with respect to future events and financial performance, such as statements related to the special meeting, regulatory approval and terms and closing of the acquisition. These forward-looking statements, which may apply to Republic specifically or the insurance industry in general, are made pursuant to the safe harbor provisions of the PSLRA and include estimates and assumptions related to economic, competitive, regulatory, judicial, legislative and other developments. All statements other than statements of historical facts may be forward-looking statements. Many risks and uncertainties may impact the matters addressed in forward-looking statements, and actual results may differ materially from those expressed or implied. All forward-looking statements address matters that involve risks and uncertainties. Accordingly, there are or will be important factors that could cause Republic's actual results to differ materially from those indicated in these statements. You should carefully consider these factors. For a discussion of the factors that could cause actual results to differ, please see Republic's Annual Report filed on Form 10-K and other filings with the Securities and Exchange Commission ("SEC") (available at http://www.sec.gov/ ). Unless otherwise required by law, Republic undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise. Additional Information and Where to Find It Republic has filed with the SEC a proxy statement and other relevant documents in connection with the proposed acquisition of Republic by Delek Capital. Investors and security holders of Republic are urged to read the proxy statement and other relevant documents because they contain important information about Republic, Delek Capital and the proposed merger. Investors and security holders of Republic may obtain free copies of the proxy statement and other relevant documents filed with the SEC at the SEC's website at http://www.sec.gov/ , or at Republic's website at http://www.republicgroup.com/ . In addition, investors and security holders of Republic may obtain free copies of the proxy statement (when it becomes available) by writing to The Republic Group, 5525 LBJ Freeway, Dallas, Texas 75240-6241, Attention: Legal Department. http://www.newscom.com/cgi-bin/prnh/20050801/REPUBLICLOGO http://photoarchive.ap.org/ DATASOURCE: Republic Companies Group, Inc. CONTACT: media and investors, Michael E. Ditto, Esq., Vice President, General Counsel and Secretary of Republic Companies Group, Inc., +1-972-788-6000 Web site: http://www.republicgroup.com/

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