PartnerRe stake in Paris Re rises to 83% as Mendoza joins the board
Bermuda reinsurer PartnerRe Ltd. has bought a block of common stock of merger partner Paris Re sufficient to give it an 83 percent stake of the Switzerland-based reinsurer.
PartnerRe chief executive officer Patrick Thiele said his company now had control over Paris Re's board of directors.
But he stressed that the two firms would pursue January renewal business as separate companies.
The $2 billion deal, announced in July, will make PartnerRe the world's fourth largest reinsurer.
PartnerRe also announced that former XL Capital Ltd. chairman Robert Mendoza has joined its board of directors. Mr. Mendoza was on the Paris Re board.
Mr. Thiele said: "The closing of this block purchase is an important milestone in our acquisition of Paris Re. With this level of ownership, we take control of the Paris Re board of directors through the appointment of six directors, all of whom are existing PartnerRe management.
"This board majority allows us a greater role in setting policy and monitoring risk aggregation. However, there is no change in our strategy for January 1, 2010 renewals; the companies will renew their business separately, under their current plans and guidelines."
The CEO added: "The acquisition process has gone more quickly and smoothly than was initially anticipated and we are optimistic that the remaining steps will be completed by year-end.
"This is due in no small part to the hard work and cooperation shown by the employees of both organisations."
PartnerRe also announced that in closing the block purchase, it has received all necessary approvals of insurance and competition regulatory authorities.
The company said it expected that Paris Re would call a meeting of shareholders to vote on a proposal to effect a merger of Paris Re into a wholly-owned subsidiary of PartnerRe.
The merger, when approved by the holders of at least 90 percent of all outstanding Paris Re voting rights, is expected to become effective in December 2009.
Mr. Mendoza will take the additional seat on the board that PartnerRe shareholders voted on September 24 to create.
Mr. Mendoza, aged 64, spent more than 30 years at JP Morgan where he was vice-chairman of the board of that company from 1990 to 2000.
He is a former chairman of XL Capital and Egg plc and was a non-executive director for Ace Ltd., Banesto S.A., the BOC Group plc, Continental Airlines, Inc., Mid Ocean Ltd., Prudential plc, Reuters plc, the Travelers Group, and Vitro S.A.
Currently, Mr. Mendoza is a non-executive director for Manpower Inc. and Western Union, Inc. and a principal in the firm, Deming Mendoza. Mr. Mendoza holds a BA from Yale and an MBA (Baker Scholar) from Harvard Business School.
PartnerRe chairman John Rollwagen said: "Roberto brings with him considerable experience in corporate finance which will further deepen the financial expertise of the board.
"As a former member of Paris Re's board we extend to him a warm welcome and look forward to working with him at what will be a particularly important time as we integrate these two companies."