Enstar Group Limited Announces Closing of Second and Third Tranches of Investment by GS Capital Partners
Enstar Group Limited
22.12.2011 22:30
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HAMILTON, Bermuda, 2011-12-22 22:30 CET (GLOBE NEWSWIRE) --
Enstar Group Limited ('Enstar') (Nasdaq:ESGR) today announced the simultaneous
closing of the second and third tranches of an investment in Enstar by certain
affiliated funds of GS Capital Partners ('GSCP'), private equity funds managed
by Goldman Sachs & Co. Enstar issued 134,184 voting ordinary shares and
1,975,768 non-voting ordinary shares to GSCP for a total purchase price of
approximately $181.5 million, or $86.00 per share.
At an initial closing on April 20, 2011, GSCP invested approximately $110.2
million in Enstar to acquire 531,345 voting ordinary shares of Enstar, 749,869
Series A convertible non-voting preference shares of Enstar ('Non-Voting
Preferred Shares'), and warrants to acquire an additional 340,820 Non-Voting
Preferred Shares at $115.00 per share. Following receipt of shareholder
approval of certain matters related to the transaction at Enstar's Annual
General Meeting of Shareholders on June 28, 2011, the Non-Voting Preferred
Shares automatically converted into non-voting ordinary shares and the warrants
automatically converted into the right to purchase non-voting ordinary shares.
Following the closing today, GSCP has purchased from Enstar an aggregate of
665,529 voting ordinary shares, 2,725,637 non-voting ordinary shares, and
warrants to purchase an additional 340,820 non-voting ordinary shares at
$115.00 per share. The shares GSCP purchased from Enstar represent
approximately 19.9% of Enstar's outstanding voting and non-voting ordinary
shares on an aggregate fully diluted basis, and the warrants represent the
right to acquire approximately an additional 2.0% of Enstar's outstanding
voting and non-voting ordinary shares on a fully diluted basis. The voting
ordinary shares GSCP purchased from Enstar represent less than 4.9% of Enstar's
outstanding voting ordinary shares.
Other than pursuant to the exercise of the warrants, Enstar has no obligation
to issue any additional shares to GSCP.
Enstar, a Bermuda company, acquires and manages insurance and reinsurance
companies in run-off and portfolios of insurance and reinsurance business in
run-off, and provides management, consultancy and other services to the
insurance and reinsurance industry.
The Enstar Group Limited logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=5734
This press release contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. These
statements include statements regarding the intent, belief or current
expectations of Enstar and its management team. Prospective investors are
cautioned that any such forward-looking statements are not guarantees of future
performance and involve risks and uncertainties, and that actual results may
differ materially from those projected in the forward-looking statements as a
result of various factors. Important risk factors regarding Enstar may be found
under the heading 'Risk Factors' in Enstar's Form 10-K for the year ended
December 31, 2010, and are incorporated herein by reference. Furthermore,
Enstar undertakes no obligation to update any written or oral forward-looking
statements or publicly announce any updates or revisions to any of the
forward-looking statements contained herein, to reflect any change in its
expectations with regard thereto or any change in events, conditions,
circumstances or assumptions underlying such statements, except as required by
law.
CONTACT: Richard J. Harris
(441) 292-3645
News Source: NASDAQ OMX
22.12.2011 Dissemination of a Corporate News, transmitted by DGAP -
a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
DGAP's Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: Enstar Group Limited
Bermuda
Phone:
Fax:
E-mail:
Internet:
ISIN: BMG3075P1014
WKN:
End of Announcement DGAP News-Service
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Enstar Group Limited
22.12.2011 22:30
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HAMILTON, Bermuda, 2011-12-22 22:30 CET (GLOBE NEWSWIRE) --
Enstar Group Limited ('Enstar') (Nasdaq:ESGR) today announced the simultaneous
closing of the second and third tranches of an investment in Enstar by certain
affiliated funds of GS Capital Partners ('GSCP'), private equity funds managed
by Goldman Sachs & Co. Enstar issued 134,184 voting ordinary shares and
1,975,768 non-voting ordinary shares to GSCP for a total purchase price of
approximately $181.5 million, or $86.00 per share.
At an initial closing on April 20, 2011, GSCP invested approximately $110.2
million in Enstar to acquire 531,345 voting ordinary shares of Enstar, 749,869
Series A convertible non-voting preference shares of Enstar ('Non-Voting
Preferred Shares'), and warrants to acquire an additional 340,820 Non-Voting
Preferred Shares at $115.00 per share. Following receipt of shareholder
approval of certain matters related to the transaction at Enstar's Annual
General Meeting of Shareholders on June 28, 2011, the Non-Voting Preferred
Shares automatically converted into non-voting ordinary shares and the warrants
automatically converted into the right to purchase non-voting ordinary shares.
Following the closing today, GSCP has purchased from Enstar an aggregate of
665,529 voting ordinary shares, 2,725,637 non-voting ordinary shares, and
warrants to purchase an additional 340,820 non-voting ordinary shares at
$115.00 per share. The shares GSCP purchased from Enstar represent
approximately 19.9% of Enstar's outstanding voting and non-voting ordinary
shares on an aggregate fully diluted basis, and the warrants represent the
right to acquire approximately an additional 2.0% of Enstar's outstanding
voting and non-voting ordinary shares on a fully diluted basis. The voting
ordinary shares GSCP purchased from Enstar represent less than 4.9% of Enstar's
outstanding voting ordinary shares.
Other than pursuant to the exercise of the warrants, Enstar has no obligation
to issue any additional shares to GSCP.
Enstar, a Bermuda company, acquires and manages insurance and reinsurance
companies in run-off and portfolios of insurance and reinsurance business in
run-off, and provides management, consultancy and other services to the
insurance and reinsurance industry.
The Enstar Group Limited logo is available at
http://www.globenewswire.com/newsroom/prs/?pkgid=5734
This press release contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. These
statements include statements regarding the intent, belief or current
expectations of Enstar and its management team. Prospective investors are
cautioned that any such forward-looking statements are not guarantees of future
performance and involve risks and uncertainties, and that actual results may
differ materially from those projected in the forward-looking statements as a
result of various factors. Important risk factors regarding Enstar may be found
under the heading 'Risk Factors' in Enstar's Form 10-K for the year ended
December 31, 2010, and are incorporated herein by reference. Furthermore,
Enstar undertakes no obligation to update any written or oral forward-looking
statements or publicly announce any updates or revisions to any of the
forward-looking statements contained herein, to reflect any change in its
expectations with regard thereto or any change in events, conditions,
circumstances or assumptions underlying such statements, except as required by
law.
CONTACT: Richard J. Harris
(441) 292-3645
News Source: NASDAQ OMX
22.12.2011 Dissemination of a Corporate News, transmitted by DGAP -
a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
DGAP's Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: Enstar Group Limited
Bermuda
Phone:
Fax:
E-mail:
Internet:
ISIN: BMG3075P1014
WKN:
End of Announcement DGAP News-Service
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