(Bloomberg) -- PartnerRe Ltd. will ask its shareholders to vote on a planned merger with Axis Capital Holdings Ltd. after Exor SpA refused to raise a $6.8 billion hostile bid for the reinsurer.
“Exor has effectively rejected our board’s good faith offer” to negotiate, Bermuda-based PartnerRe said in a statement Friday. “We have made it very clear that Exor’s price and terms are unacceptable.”
Exor SpA, the investment vehicle led by Italy’s Agnelli family, has sought to break up the deal between the Bermuda- based reinsurers with an all-cash bid, which was raised from a previous proposal of $6.4 billion. The Turin-based company said Thursday that it was open to discussions to provide certainty about its ability to complete a transaction, but the price wasn’t negotiable.
PartnerRe, which was granted a waiver to begin talks with Exor, said it was turned away by the hostile bidder’s demand that its offer be declared as likely to be a superior proposal.
Axis’s waiver “contained no restrictions whatsoever that would impede full and open discussions,” PartnerRe said. “We remain interested to proceed on that basis to determine whether the offer can be improved so that it is compelling.”
Exor is seeking to diversify beyond industrial companies such as Fiat Chrysler Automobiles NV. A PartnerRe takeover would be Exor’s largest in more than a century.
Elkann’s view
“Exor will not consider increasing the price of its binding offer or changing the deal-protection terms,” Chief Executive Officer John Elkann wrote in a letter to PartnerRe’s board Thursday.
Elkann’s company said May 12 that it had acquired a stake of more than 9 percent in PartnerRe and had prepared proxy materials to allow investors to vote against the Axis merger.
PartnerRe slipped 0.6 percent to $132.68 at 10:45 a.m. in New York, while Axis rose 5 cents to $55.71. Exor was little changed at 44.7 euros in Milan.
Exor had no immediate comment, according to a spokesman.
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