Affiliates of certain investment funds (the “Apollo Funds”)
managed by affiliates of Apollo Global Management, LLC (together
with its consolidated subsidiaries, “Apollo”) (NYSE: APO), a
leading global alternative investment manager and Aspen Insurance
Holdings Limited (“Aspen”) (NYSE: AHL) announced today that they
have entered into a definitive agreement under which Aspen will be
acquired by the Apollo Funds.
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Under the terms of the agreement, which has been approved by
Aspen’s Board of Directors, the Apollo Funds will acquire all of
the outstanding shares of Aspen for $42.75 per share in cash,
representing an equity value of approximately $2.6 billion.
“We are tremendously excited for the Apollo Funds to acquire
Aspen,” said Alex Humphreys, Partner at Apollo. “We believe that
Aspen benefits from strong underwriting talent, specialized
expertise and longstanding client relationships which makes them
well positioned in the market. We look forward to working with
Aspen to build on the existing high quality specialty insurance and
reinsurance business and we aim to leverage Apollo’s resources and
deep expertise in financial services to support the Company as it
embarks on its next chapter.”
Glyn Jones, Chairman of Aspen’s Board of Directors, said: “We
are delighted to have reached this agreement with the Apollo Funds.
This transaction, which is the outcome of a thorough strategic
review by Aspen’s Board of Directors, provides shareholders with
immediate value and will allow Aspen to work with an investor that
has substantial expertise and a successful track record in the
(re)insurance industry.”
Chris O’Kane, Aspen’s Group Chief Executive Officer, added:
“This transaction is a testament to the strength of Aspen’s
franchise, the quality of our business and the talent and expertise
of our people. Under the ownership of the Apollo Funds, Aspen will
have additional scale and access to Apollo’s investment and
strategic guidance, which will help us to accelerate our strategy
and take Aspen to the next level. We are excited about the future
as we embark on a new chapter in our history with a partner that
understands our strengths, culture and customer-centric
philosophy.”
Additional Transaction Details
The transaction is expected to close in the first half of 2019,
subject to approval of regulators and Aspen’s shareholders and the
satisfaction of other closing conditions. Consummation of the
transaction is not subject to any financing contingencies. Upon
completion of the transaction, Aspen will be a privately held
portfolio company of the Apollo Funds and Aspen’s ordinary shares
will no longer be listed on the New York Stock Exchange.
Apollo was advised by Willis Towers Watson and Libero Ventures
and Sidley Austin LLP served as its legal counsel on this
transaction. Goldman Sachs & Co. LLC and J.P. Morgan Securities
LLC acted as financial advisors to Aspen and Willkie Farr &
Gallagher LLP served as its legal counsel on this transaction.
ENDS –
NOTES TO EDITORS:
About Apollo
Apollo is a leading global alternative investment manager with
offices in New York, Los Angeles, Houston, Bethesda, London,
Frankfurt, Madrid, Luxembourg, Mumbai, Delhi, Singapore, Hong Kong
and Shanghai. Apollo had assets under management of approximately
$270 billion as of June 30, 2018 in private equity, credit and real
assets funds invested across a core group of nine industries where
Apollo has considerable knowledge and resources. For more
information about Apollo, please visit www.agm.com.
About Aspen Insurance Holdings Limited
Aspen provides reinsurance and insurance coverage to clients in
various domestic and global markets through wholly-owned
subsidiaries and offices in Australia, Bermuda, Canada, Ireland,
Singapore, Switzerland, the United Arab Emirates, the United
Kingdom and the United States. For the year ended December 31,
2017, Aspen reported $12.9 billion in total assets, $6.7 billion in
gross reserves, $2.9 billion in total shareholders’ equity and $3.4
billion in gross written premiums. Its operating subsidiaries have
been assigned a rating of “A” by Standard & Poor’s Financial
Services LLC, an “A” (“Excellent”) by A.M. Best Company Inc. and an
“A2” by Moody’s Investors Service, Inc.
For more information about Aspen, please visit
www.aspen.co.
Additional Important Information About
the Proposed Merger and Where to Find It:
This communication relates to a proposed merger between Aspen
and an affiliate of investment funds affiliated with Apollo that
will be the subject of a proxy statement that Aspen intends to file
with the U.S. Securities and Exchange Commission (the “SEC”). This
communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote or approval, and is not a substitute for the proxy
statement or any other document that Aspen may file with the SEC or
send to its shareholders in connection with the proposed merger.
Investors and shareholders are urged to read the proxy statement
and all other relevant documents filed with the SEC or sent to
Aspen’s shareholders as they become available because they will
contain important information about the proposed merger. All
documents, when filed, will be available free of charge at the
SEC’s website (www.sec.gov). You may also obtain documents filed by
Aspen with the SEC by writing to Investor Relations, c/o Aspen
Insurance, 590 Madison Avenue, 7th floor, New York, New York 10022,
United States of America, emailing mark.p.jones@aspen.co or
visiting Aspen’s website at www.aspen.co.
Participants in the
Solicitation:
Aspen and its directors, executive officers and other members of
management and employees may be deemed to be participants in any
solicitation of proxies in connection with the proposed merger.
Information about Aspen’s directors and executive officers is
available in Aspen’s proxy statement filed with the SEC on March
19, 2018. Other information regarding the participants in the proxy
solicitation and a description of their direct and indirect
interests, by security holdings or otherwise, will be contained in
the proxy statement and other relevant materials to be filed with
the SEC regarding the merger when they become available. Investors
and shareholders should read the proxy statement carefully when it
becomes available before making any investment or voting
decisions.
Cautionary Statement Regarding
Forward-Looking Statements:
This communication and other written or oral statements made by
or on behalf of Aspen contain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended,
that are made under the “safe harbor” provisions of The Private
Securities Litigation Reform Act of 1995. In particular, statements
using words such as “may,” “seek,” “will,” “likely,” “assume,”
“estimate,” “expect,” “anticipate,” “intend,” “believe,” “do not
believe,” “aim,” “predict,” “plan,” “project,” “continue,”
“potential,” “guidance,” “objective,” “outlook,” “trends,”
“future,” “could,” “would,” “should,” “target,” “on track” or their
negatives or variations, and similar terminology and words of
similar import, generally involve future or forward-looking
statements. Forward-looking statements reflect Aspen’s current
views, plans or expectations with respect to future events and
financial performance. They are inherently subject to significant
business, economic, competitive and other risks, uncertainties and
contingencies. The inclusion of forward-looking statements in this
or any other communication should not be considered as a
representation by Aspen or any other person that current plans or
expectations will be achieved. Forward-looking statements speak
only as of the date on which they are made, and Aspen undertakes no
obligation to publicly update or revise any forward-looking
statement, whether as a result of new information, future
developments or otherwise, except as otherwise required by law.
There are or will be important factors that could cause actual
results to differ materially from those expressed in any such
forward-looking statements, including but not limited to the
following: the occurrence of any event, change or other
circumstance that could give rise to the termination of the merger
agreement; required governmental approvals of the merger may not be
obtained or may not be obtained on the terms expected or on the
anticipated schedule, and adverse regulatory conditions may be
imposed in connection with any such governmental approvals; Aspen’s
shareholders may fail to approve the merger; Aspen may fail to
satisfy other conditions required for the completion of the merger,
or may not be able to meet expectations regarding the timing and
completion of the merger; operating costs, customer loss and
business disruption (including, without limitation, difficulties in
maintaining relationships with employees, customers, reinsurers or
suppliers) may be greater than expected following the announcement
of the proposed merger; Aspen may be unable to retain key
personnel; the amount of the costs, fees, expenses and other
charges related to the proposed merger; and other factors affecting
future results disclosed in Aspen’s filings with the SEC, including
but not limited to those discussed under Item 1A, “Risk Factors”,
in Aspen’s Annual Report on Form 10-K for the year ended December
31, 2017, which are incorporated herein by reference.
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version on businesswire.com: https://www.businesswire.com/news/home/20180827005635/en/
For Apollo Global ManagementFor investors:Apollo
Global Management, LLCGary M. Stein, 212-822-0467Head of Corporate
Communicationsgstein@apollo.comorFor media
enquiries:Rubenstein Associates, Inc. for Apollo Global
Management, LLCCharles Zehren,
212-843-8590czehren@rubenstein.comorFor Aspen Insurance
HoldingsFor investors:AspenMark Jones,
+1-646-289-4945Senior Vice President, Investor
Relationsmark.p.jones@aspen.coorFor media
enquiries:AspenSteve Colton, +44 20 7184 8337Group Head of
Communicationssteve.colton@aspen.coorSard Verbinnen & CoJamie
Tully / Paul Scarpetta, +1-212-687-8080
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