John Elkann’s Exor wins battle to buy PartnerRe for $6.9 billion

Italy’s EXOR S.p.A. one of Europe’s leading listed investment companies and Reinsurance Company PartnerRe has signed a merger agreement for $6.9 billion.

Exor acquires all of the outstanding common shares of PartnerRe for $137.50 per share in cash plus a $3.00 per share special dividend, for a total consideration of $140.50 per share. The deal is expected to close at the first quarter of 2016. companies at a time of heightened competition.

The agreement is ending months of tense negotiations and sealing a deal that is key plans by Italy’s Agnelli family to diversify their holdings.

Under the deal, PartnerRe has agreed to terminate its separate merger agreement with Axis Capital Holdings and pay Axis a $315 million termination fee.

Mr. John Elkann, Chairman and CEO of EXOR, commented: “Today’s agreement is very positive for PartnerRe and EXOR. Under our stable and committed ownership, PartnerRe will continue to develop as a leading independent global reinsurer.

EXOR looks forward to working with the Board of Directors and the management of PartnerRe to ensure a successful path forward. I would like to thank our fellow shareholders for their continuing support over recent months.”

The agreement includes a “go-shop” period during which the PartnerRe board is entitled to solicit and evaluate any competing offers to the EXOR transaction and enter into negotiations related to proposals received prior to September 14, 2015, in each case subject to customary restrictions.

subject to obtaining the necessary shareholder approval, receipt of regulatory clearance and customary closing conditions. If certain transaction approvals are not received within 12 months following signing or if there are certain non-appealable legal prohibitions to closing, EXOR has committed to pay PartnerRe $225 million as a partial reimbursement of the termination fee paid by PartnerRe to AXIS.

Exor

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