REG - CATCo Re-ins Opps Fd - Scheme of arrangement - Sanction of Schemes

CATCo Reinsurance Opportunities FundAnnouncement

11/03/2022 17:00

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RNS Number : 5608E  CATCo Reinsurance Opps Fund Ltd  11 March 2022

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR
FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE
RELEVANT LAWS OF SUCH JURISDICTION.

 

 

Markel CATCo

 

Sanction of Schemes and Update on Estimated Completion Date of Buy-Out
Transaction

 

London, 11 March 2022 - Further to previous announcements regarding the
Buy-Out Transaction to be implemented pursuant to schemes of arrangement (the
Schemes) proposed by Markel CATCo Reinsurance Fund Ltd. (provisional
liquidators appointed for restructuring purposes) (the Private Fund) and CATCo
Reinsurance Opportunities Fund Ltd. (provisional liquidators appointed for
restructuring purposes) (together with the Private Fund, the Funds), Markel
CATCo Investment Management Ltd (the Manager)(provisional liquidators
appointed for restructuring purposes) is providing an update on the Schemes
and the Buy-Out Transaction.

Schemes Sanctioned

The Funds are pleased to announce that on 11 March 2022 the Bermuda Court
sanctioned the Schemes to implement the Buy-Out Transaction.

Expected Completion and Distribution Dates

Completion of the Buy-Out Transaction remains subject to the grant of orders
by the U.S. Bankruptcy Court recognising and enforcing the Schemes. As
previously announced the U.S. Bankruptcy Court has scheduled an evidentiary
hearing to consider the Funds' application for orders recognising and
enforcing the Schemes on March 16, 2022, at 10:00 a.m. (New York time).

 

As previously announced, subject to the order sought being granted, the Funds
are aiming for the completion date of the Schemes to occur in late March 2022.
The Funds will provide an update on expected completion timing following the
U.S. Bankruptcy Court hearing.

 

Any questions in relation to the Buy-Out Transaction should be directed to the
Manager at mark.way@markelcatco.com.

 

Additional details regarding the Buy-Out Transaction are available on the
transaction website: https://catcobuyout.alixpartners.com.

 

 

Disclaimers and important notices

This announcement is for information purposes only and is not intended to, and
does not, constitute or form part of any offer or invitation to purchase,
otherwise acquire, subscribe for, sell or otherwise dispose of, any securities
or the solicitation of any vote or approval in any jurisdiction pursuant to
the Buy-Out Transaction or otherwise. The Schemes will be made solely pursuant
to the terms of the scheme documents to be sent to investors in the Funds in
due course. The scheme documents will contain the full terms and conditions of
the Schemes, including details of how to vote in respect of them. Any decision
in respect of, or other response to, the Schemes should be made only on the
basis of the information in those documents. The information contained in this
announcement is for background purposes only and no reliance may or should be
placed by any person for any purpose whatsoever on the information contained
in this announcement or on its completeness, accuracy or fairness. Recipients
of this announcement should conduct their own investigation, evaluation and
analysis of the business, data and property described in this announcement.
This announcement does not constitute a recommendation concerning any
investor's decision or options with respect to the Buy-Out Transaction. The
information in this announcement is subject to change.

 

The distribution of this announcement and the terms of the Buy-Out Transaction
are subject to restrictions and may not be made except pursuant to
registration with or authorisation by the relevant securities regulatory
authorities or an exemption therefrom. Therefore, persons who may come into
possession of this announcement are advised to consult with their own legal
advisors as to what restrictions may be applicable to them and to observe such
restrictions. This announcement may not be used for the purpose of an offer or
invitation in any circumstances in which such offer or invitation is not
authorised.

 

No action has been or will be taken in any jurisdiction by the Funds that
would or is intended to permit a public offering, or any other offering under
circumstances not permitted by applicable law, of any securities.

 

Further to the above, the release, publication or distribution of this
announcement in other jurisdictions may be restricted by law and therefore any
persons who are subject to the laws of any applicable jurisdiction (including
any jurisdiction where local laws or regulations may result in a significant
risk of civil, regulatory or criminal exposure if information concerning the
Buy-Out Transaction is sent or made available to investors in that
jurisdiction (Restricted Jurisdictions)) should inform themselves about, and
observe, any applicable legal or regulatory requirements. In particular, the
ability of persons who are resident in such other jurisdictions or who are
subject to the laws of another jurisdiction to participate in the Buy-Out
Transaction may be affected by the laws of the relevant jurisdictions in which
they are located or to which they are subject. Any failure to comply with
applicable legal or regulatory requirements of any jurisdiction may constitute
a violation of securities laws in that jurisdiction.

 

Copies of this announcement and any formal documentation relating to the
Buy-Out Transaction are not being, and must not be, directly or indirectly,
mailed or otherwise forwarded, distributed or sent in or into or from any
Restricted Jurisdiction or any jurisdiction where to do so would constitute a
violation of the laws of such jurisdiction and persons receiving such
documents (including custodians, nominees and trustees) must not mail or
otherwise forward, distribute or send them in or into or from any Restricted
Jurisdiction. Doing so may render invalid any related purported vote in
respect of the Buy-Out Transaction (or the related Schemes).

 

Certain of the statements in this announcement or (and any related oral
statements) may be considered forward-looking statements.

 

This announcement (including information incorporated by reference in this
announcement), oral statements made regarding the Buy-Out Transaction,
information accessed through https://catcobuyout.alixpartners.com and other
information published by MCIM and the Funds contain statements which are, or
may be deemed to be, "forward-looking statements" as defined in the Private
Securities Litigation Reform Act of 1995.

 

Forward-looking statements are prospective in nature and are not based on
historical facts, but rather on current expectations and projections of the
management of MCIM and the Funds about future events, and are therefore
subject to risks and uncertainties which could cause actual results to differ
materially from the future results expressed or implied by the forward-looking
statements. The forward-looking statements contained in this announcement
include statements relating to the expected effects of the Buy-Out
Transaction, the expected timing and scope of the Buy-Out Transaction and
other statements other than historical facts. Often, but not always,
forward-looking statements can be identified by the use of forward-looking
words such as "plans", "expects" or "does not expect", "is expected", "is
subject to", "budget", "projects", "strategy", "scheduled", "estimates",
"forecasts", "intends", "anticipates" or "does not anticipate", or "believes",
or variations of such words and phrases or statements that certain actions,
events or results "may", "could", "should", "would", "might" or "will" be
taken, occur or be achieved. Although MCIM and the Funds believe that the
expectations reflected in such forward-looking statements are reasonable, they
can give no assurance that such expectations will prove to be correct. By
their nature, forward-looking statements involve risk and uncertainty because
they relate to events and depend on circumstances that will occur in the
future.

 

There are a number of factors that could cause actual results and developments
to differ materially from those expressed or implied by such forward-looking
statements. These factors include, but are not limited to: the ability to
complete the Buy-Out Transaction; the ability to obtain requisite regulatory
and other required approvals and the satisfaction of other conditions on the
proposed terms and schedule; as future market conditions, changes in general
economic and business conditions, the behaviour of other market participants,
the anticipated benefits from the proposed transaction not being realised as a
result of changes in general economic and market conditions in the countries
in which the Funds operate, weak, volatile or illiquid capital and/or credit
markets, changes in tax rates, interest rate and currency value fluctuations,
the degree of competition in the geographic and business areas in which the
Funds operate and changes in laws or in supervisory expectations or
requirements.

 

Other unknown or unpredictable factors could cause actual results to differ
materially from those in the forward-looking statements. Such forward-looking
statements should therefore be construed in the light of such factors. Neither
MCIM nor the Funds, nor any of their respective associates or directors,
officers or advisers, provides any representation, assurance or guarantee that
the occurrence of the events expressed or implied in any forward-looking
statements in this announcement will actually occur. You are cautioned not to
place any reliance on these forward-looking statements. Other than in
accordance with their legal or regulatory obligations, neither MCIM nor the
Funds is under any obligation, and they expressly disclaim any intention or
obligation, to update or revise any forward-looking statements, whether as a
result of new information, future events or otherwise. This announcement
speaks only as of the date issued.

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