Days after PartnerRe and AXIS Capital Holdings released sweetened terms of their merger deal, upstart bidder EXOR SpA has done the same.
The Italian investment firm enhanced its own $6.8 billion unsolicited all-cash bid for PartnerRe by pledging to give PartnerRe’s shareholders a special pre-closing dividend of $3 per share in connection to the deal. That’s on top of EXOR’s existing cash offer of $137.50 per share.
EXOR said it added the extra cash in order to compensate PartnerRe shareholders for the expected closing of its bid for the company, which wouldn’t conclude until early 2016. It had previously assumed PartnerRe shareholders would vote on its offer in June, enabling a deal closing by the end of 2015.
On July 16, PartnerRe and AXIS sweetened their own deal terms in a bid to counter EXOR. Among the enhancements: a one-time cash dividend of $17.50 per common share for PartnerRe common shareholders after the deal closes, up from the initially proposed $11.50 per share dividend. There are also better terms regarding PartnerRe preferred shares. They recently moved a shareholder vote on their M&A plan from late July until Aug. 7.
EXOR, in its announcement, explained that it increased its bid for a second time in order to further the notion of “real incremental value to PartnerRe common shareholders.” It also asserted that the offer “further widens the gap in value with the AXIS transaction.
PartnerRe and AXIS first announced their merger plan in January, and EXOR stepped in with its upstart bid for PartnerRe a few months later.