27 July 2015 Insurance

Axis questions ISS consistency

Bermuda-based Axis Capital has questioned the consistency of proxy firm Institutional Shareholder Services (ISS) in its recommendations regarding the tie-up between Axis and PartnerRe.

Recently, ISS recommended PartnerRe shareholders vote against the merger with Axis, citing “the availability of a superior and relatively certain all-cash offer from a competing bidder”.

However, Axis has revealed that ISS has recommended that its shareholders vote for the proposed amalgamation agreement with PartnerRe.

Axis said that it finds the separate ISS analysis for PartnerRe shareholders to be inconsistent with the reasoning put forward in its Axis report.

“On the one hand ISS recognises the strategic and financial benefits of the merger for Axis Capital shareholders in its conclusion, noting that it ‘will likely benefit from the increased scale of the merged entity’, but on the other hand ISS applies a different line of reasoning in its report for PartnerRe shareholders, failing to recognise the pro-forma financial profile of the combined company and the continuity of interest for PartnerRe shareholders,” said Axis.

Albert Benchimol, chief executive officer (CEO) of Axis, said: “We are pleased that ISS supports our board of directors’ strategic rationale for pursuing an amalgamation agreement with PartnerRe and that ISS recommends that Axis shareholders vote in favour of all management proposals at the August 7, 2015 special meeting of shareholders.”

“Axis is a financially strong and strategically well-positioned company with three strong and diversified businesses today—including reinsurance; accident and health; and specialty insurance.

“The amalgamation agreement provides PartnerRe with a low- risk entry into the primary insurance market and accelerates its accident and health initiative. For Axis, the amalgamation expands our reinsurance business, enables a further acceleration of our growth initiatives, and provides significant cost savings.”

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