Combination of Max Capital and Harbor Point creates ALTERRA CAPITAL
12 Mai 2010 - 10:38PM
Business Wire
Alterra Capital Holdings Limited (“Alterra”) today announced the
closing of a merger of equals between Max Capital Group Ltd.
(“Max”) and Harbor Point Limited (“Harbor Point”) to form Alterra.
The closing of the merger follows receipt of all necessary
regulatory approvals, as well as approval of the transaction by the
respective shareholders of Max and Harbor Point on April 29,
2010.
At the open of business tomorrow, May 13, 2010, Alterra will
begin trading on the NASDAQ Global Select market under the symbol
ALTE and on the Bermuda Stock Exchange under the symbol ALTE.BH.
Trading of Alterra common shares under the previous ticker symbols
(NASDAQ: MXGL; BSX: MXGL.BH) will be discontinued at that time.
“We are very pleased to introduce Alterra as a formidable player
in the global insurance and reinsurance marketplace,” said W.
Marston (Marty) Becker, President and Chief Executive Officer.
“Alterra itself means ‘high ground’ – a fitting name for a company
that will be a provider of superior security and a market leader at
the pinnacle of our industry. With approximately $3 billion in
capital, Alterra has the kind of strength and scale that will drive
results – both by supporting our proven, profitable worldwide
underwriting platforms, and by allowing more effective capital
management at the enterprise level.”
John R. Berger, Chief Executive Officer of Reinsurance for
Alterra and Vice Chairman of the Board of Directors, said “In
addition to the financial strength and flexibility that comes from
our larger capital base and more diversified and balanced book of
business, Alterra’s clients and shareholders should benefit greatly
from the impressive set of underwriting and risk management
resources we have assembled around the world. Our combined human
capital is terrific. We believe we have every meaningful advantage
a company in our business can have.”
“One of Alterra’s greatest assets is the solid track record of
its new management team,” said Michael O’Reilly, Alterra’s
non-executive Chairman. “Alterra’s clients, partners and
shareholders can be confident that the company has the resources in
place to consistently execute its business strategy, respond to
market needs, and take full advantage of opportunities as they
arise.”
Mr. Becker added, “John and I would like to express our
appreciation for the hard work of our employees – who have been
instrumental not only in building our business lines to where they
are today, but also in making Alterra come together for the benefit
of all of our stakeholders. I believe both Max and Harbor Point had
well-earned reputations for consistently providing superior and
valuable service to business partners, and Alterra is committed to
continuing, without interruption, these same high standards in the
months and years ahead.”
Pursuant to the terms of the amalgamation agreement, holders of
Harbor Point common shares have received a fixed exchange ratio of
3.7769 Max common shares for each Harbor Point common share. In
addition, the Alterra Board of Directors expects to declare a
special cash dividend of $2.50 per share to all shareholders of
Alterra (approximately $300 million in total).
Alterra has commenced the processes necessary to change the
names of its subsidiaries to include "Alterra." Until those
processes are completed, operating subsidiaries will continue to do
business under their existing Max or Harbor Point names, as
applicable.
Additional information about Alterra can be found on Alterra’s
new web site, www.alterracap.com.
About Alterra Capital Holdings Limited
Alterra Capital Holdings Limited is a global enterprise
dedicated to providing diversified specialty insurance and
reinsurance products to corporations, public entities, property and
casualty insurers, and life and health insurers. Alterra was formed
in 2010 by the merger of Max Capital Group Ltd. and Harbor Point
Limited.
Cautionary Note Regarding Forward-Looking Statements
This press release may include forward-looking statements that
reflect Alterra’s current views with respect to future events and
financial performance. Statements that include the words “expect,”
“intend,” “plan,” “believe,” “project,” “anticipate,” “will,” “may”
and similar statements of a future or forward-looking nature
identify forward-looking statements. All forward-looking statements
address matters that involve risks and uncertainties. Accordingly,
there are or will be important factors that could cause actual
results to differ materially from those indicated in such
statements and you should not place undue reliance on any such
statements.
Alterra believes that these factors include, but are not limited
to, the following: (1) the adequacy of loss reserves and the need
to adjust such reserves as claims develop over time; (2) the
failure of any of the loss limitation methods employed; (3) the
effects of emerging claims and coverage issues; (4) changes in
general economic conditions, including changes in capital and
credit markets; (5) the effect of competition and cyclical trends,
including with respect to demand and pricing in the insurance and
reinsurance markets; (6) any lowering or loss of financial ratings;
(7) the occurrence of natural or man-made catastrophic events with
a frequency or severity exceeding expectations; (8) the loss of
business provided to Alterra by its major brokers; (9) the effect
on Alterra’s investment portfolio of changing financial market
conditions including inflation, interest rates, liquidity and other
factors; (10) tax and regulatory changes and conditions; (11) the
integration of Max and Harbor Point or new business ventures
Alterra may enter into; and (12) retention of key personnel, as
well as management’s response to any of the aforementioned
factors.
The foregoing review of important factors should not be
construed as exhaustive and should be read in conjunction with the
other cautionary statements that are included herein and elsewhere,
including the Risk Factors included in Max’s most recent reports on
Form 10-K and Form 10-Q and other documents on file with the
Securities and Exchange Commission. Any forward-looking statements
made in this press release are qualified by these cautionary
statements, and there can be no assurance that the actual results
or developments anticipated by Alterra will be realized or, even if
substantially realized, that they will have the expected
consequences to, or effects on, Alterra or its business or
operations. Alterra undertakes no obligation to update publicly or
revise any forward-looking statement, whether as a result of new
information, future developments or otherwise.
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