North Pointe Holdings Corporation Stockholders Approve Acquisition by QBE Holdings, Inc.
April 10 2008 - 11:17AM
PR Newswire (US)
SOUTHFIELD, Mich., April 10 /PRNewswire-FirstCall/ -- North Pointe
Holdings Corporation (NASDAQ:NPTE) announced that the Company's
stockholders approved its merger agreement with QBE Holdings, Inc.
("QBE") at a special meeting held today. Based upon the preliminary
tally of shares voted at a special meeting of its stockholders held
today, 7,478,751 shares were voted at the meeting, representing
84.0% of North Pointe's outstanding voting shares. Of the shares
present and voting, a total of 7,478,329 or 84.0% of the
outstanding voting shares, voted in favor of the adoption of the
merger agreement. The closing of the merger remains subject to the
satisfaction or waiver of all closing conditions, including the
receipt of all required regulatory approvals. North Pointe expects
the transaction to be completed before the end of May 2008.
Following the closing of the merger, North Pointe's stockholders
will be entitled to receive $16.00 per share in cash, without
interest, for each share of North Pointe common stock held. About
North Pointe Holdings Corporation North Pointe Holdings is a
property and casualty insurer that markets both specialty
commercial and personal insurance products. With a focus on owner-
operated businesses, the company is the nation's largest insurer of
independent bowling centers and the largest insurer of liquor
liability insurance in Michigan. About QBE Holdings, Inc. QBE
Holdings, Inc. is a subsidiary of Australia's QBE Insurance Group
Ltd, one of the top 25 insurers and reinsurers worldwide with $12.5
billion of annualized gross written premium. QBE Holdings,
headquartered in New York, is a leading North and South American
insurer and reinsurer. It conducts business through various
property and casualty insurance subsidiaries in eight countries.
Additional Information and Where to Find It In connection with the
proposed Merger, the Company has filed a proxy statement with the
Securities and Exchange Commission. SHAREHOLDERS ARE STRONGLY
ADVISED TO READ THE PROXY STATEMENT, BECAUSE IT CONTAINS IMPORTANT
INFORMATION. Shareholders may obtain a free copy of the proxy
statement and other documents filed by North Pointe Holdings
Corporation at the Securities and Exchange Commission's website at
http://www.sec.gov/. The proxy statement and such other documents
may also be obtained free of charge by directing such request to
Investor Relations, North Pointe Holdings Corporation, 28819
Franklin Road, Southfield, Michigan, 48034, telephone: (248)
358-1171, or on the Company's website at http://www.npic.com/.
Participants in the Solicitation The Company and its directors,
executive officers and certain other members of its management and
employees may be deemed to be participants in the solicitation of
proxies from the Company's shareholders in connection with the
proposed Merger. Information regarding the interests of such
directors and executive officers is included in the Company's proxy
statement relating to the proposed Merger. Safe Harbor Statement
Statements in this release that are "forward-looking statements"
are based on current expectations and assumptions that are subject
to risks and uncertainties. Actual results could differ materially
because of factors such as: North Pointe pricing accurately the
risks it underwrites; the establishment of adequate loss and loss
adjustment expense reserves; risks associated with achieving the
business integration objectives expected with the Capital City
acquisition; retention and recruiting of independent agents;
failure to pay claims accurately; risks associated with high
concentration of North Pointe's business in certain geographic
markets; inability to implement North Pointe's growth strategies;
possible assessments for guaranty funds, other insurance-related
assessments and mandatory reinsurance arrangements and North
Pointe's ability to recover such assessments through future
surcharges or other rate changes; the occurrence of severe weather
conditions and other catastrophes; the cyclical and seasonal nature
of the industries within which North Pointe operates; intense
competition with other insurance companies; the potential loss of
key personnel; North Pointe's ability to obtain and retain trade
association endorsements; performance of North Pointe's various
operating subsidiaries; restrictions that may limit the ability of
North Pointe's subsidiaries to pay dividends to North Pointe;
existing and future regulations by the local, state and federal
governments; the compliance of subsidiaries with minimum capital
and surplus requirements; ratings of North Pointe's insurance
company subsidiaries by A.M. Best; the availability and pricing of
reinsurance; the potential for non-payment or delay in payment by
reinsurers; the outcome of current industry investigations;
potential regulation limiting the use of undisclosed contingent
commission arrangements with independent agents; adverse market
conditions that could negatively impact North Pointe's investment
portfolio; reliance on information technology and telecommunication
systems; and management's ability to effectively manage a public
company. To learn more about North Pointe Holdings Corporation,
please visit http://www.npte.com/ DATASOURCE: North Pointe Holdings
Corporation CONTACT: Brian J. Roney, Chief Financial Officer of
North Pointe Holdings Corporation, +1-248-358-1171, ; or Leslie
Loyet, General Inquiries, +1-312-640-6672, , for North Pointe
Holdings Corporation Web site: http://www.npte.com/
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