Exor revision not sufficient, says PartnerRe

PartnerRe has criticised the revision of Italian investment company Exor’s offer for the Bermuda-based reinsurer in its latest statement.

Exor expanded its legally binding guarantee for the transaction to cover not only the payment obligations under the merger agreement, but the contractual commitments in the merger agreement

PartnerRe said it continues to believe that Exor’s offer poses significant and unacceptable risks, while also substantially undervaluing the company.

“The only material modification by Exor to its proposed contract is that EXOR SpA will now assume responsibility should one of its shell subsidiaries breach the contract. PartnerRe had identified this as a significant risk from the onset,” said PartnerRe.

“Exor’s effort to address this risk – after four intervening revisions to the merger agreement terms since April 2015 – is confirmation that Exor has clearly been attempting to mislead PartnerRe shareholders while limiting its own liability.”

It added that the regulatory walkaway risk still remains as neither Exor nor the Agnelli family is obligated to file and obtain regulatory approval in any jurisdiction.

“Should Exor and its controlling family members elect to not appropriately pursue regulatory approvals, Exor’s shell subsidiaries have no legal ability to force Exor and its controlling family members to file for regulatory approval,” said the Bermuda-based reinsurer.