Partnerre Ltd 6-K, filed Jul 12, 2022
Partnerre Ltd (PREJF)
6-K
2022-07-12
For: 2022-07-12
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April 06, 2026
About this 6-K
Partnerre Ltd filed this 6-K on July 12, 2022.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________________________________
FORM 6-K
______________________________
Report of Foreign Private Issuer
Pursuant To Rule 13a-16 or 15d-16 under
the Securities Exchange Act of 1934
For the month of July 2022
Commission File Number 001-14536
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PartnerRe Ltd.
(Translation of registrant’s name into English)
______________________________________________________
Wellesley House South, 90 Pitts Bay Road,
Pembroke HM08, Bermuda
(441) 292-0888
(Address of principal executive office)
_________________________________________________________
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ý Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1).
Yes ¨ No ý
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7).
Yes ¨ No ý
DOCUMENT FURNISHED AS PART OF THIS FORM 6-K
July 12, 2022 - As previously disclosed, on December 16, 2021, Exor Nederland N.V. (“Exor”) signed a definitive agreement with Covéa Cooperations S.A. (“Covéa”), pursuant to which Covéa agreed to purchase all of PartnerRe Ltd.’s (“PartnerRe”) outstanding Class A Common Shares held by Exor (the “Transaction”). On July 12, 2022, Exor and Covéa announced the closing of the Transaction (the “Closing”).
In connection with the Closing, Enrico Vellano and António Horta-Osório resigned from PartnerRe’s Board of Directors (the “Board”), and Thierry Derez, Thierry Francq and Maud Petit were appointed to the Board, effective as of July 12, 2022. Thierry Derez was appointed as Chairman of the Board, effective as of the same date.
Effective as of the Closing, or such later date as may be required in order to comply with requirements of applicable law, PricewaterhouseCoopers Ltd., Bermuda will replace Ernst & Young Ltd., Bermuda as the Company’s auditor.
The following document, furnished as an exhibit to this Form 6-K, is incorporated by reference as part of this Form 6-K:
| Exhibit | Description of Exhibit | |||||||
| 99.1 | Press Release, dated July 12, 2022 | |||||||
EXHIBIT INDEX
| Exhibit | Description of Exhibit | ||||||||||
| 99.1 | |||||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| PartnerRe Ltd. | |||||||||||||||||||||||
| (Registrant) | |||||||||||||||||||||||
| Date: | July 12, 2022 | By: | /s/ Nicolas Burnet | ||||||||||||||||||||
| Name: Nicolas Burnet | |||||||||||||||||||||||
| Title: Chief Financial Officer | |||||||||||||||||||||||
PRESS RELEASE12 July 2022
Covéa has completed the acquisition of PartnerRe Ltd. from Exor
Covéa today announced that it has completed the acquisition of PartnerRe Ltd. from Exor for a total cash consideration of €7,9Bn1.
A leading franchise in reinsurance, PartnerRe has a strong presence in North America, Europe and the Asia-Pacific region and a broadly diversified portfolio. Consolidating its financial capacity, the operation will boost its growth and its positioning in the reinsurance market.
The acquisition of PartnerRe enters into Covéa’s long-term strategy, anticipating changes in the global insurance industry. It gives access to enhanced diversification in terms of product range, business lines and geographies in which the Group operates, thus strengthening its position across the entire risk management value chain.
Covéa and Exor will continue their cooperations.
Thierry Derez:
“This acquisition enables Covéa to combine the expertise and support capabilities of the French market leader with those of a global risk management operator.
With this greater diversification, our Group will strengthen its position as a key player in risk management, covering the entire value chain. This major step forward in the Group’s development is aligned with our two hundred-year history of adapting to risk transformation. It will enable us to continue to keep apace with changes in society and the expectations of our clients.”
Jacques Bonneau:
“This transaction is a significant step and opens a new chapter in PartnerRe’s history, bringing together our best-in class, global reinsurance expertise with one of the leaders in property and casualty insurance in Europe. Covéa’s deep financial strength and strong ratings position PartnerRe as a sustainable business partner and, together, our diversified business footprint and deep expertise create a new global leader in the reinsurance industry.”
1 after application of FX hedging and price adjustment related to net asset value.
Michel Gougnard is appointed Chairman of Covéa SGAM and Thierry Derez continues in his role as Chief Executive Officer.
The acquisition of PartnerRe represents a major transformation for the Group, which begins a new chapter in its history. Consequently, the Board of Directors believed it would be beneficial for the Group Thierry Derez to focus on shaping the new structure as Group Chief Executive Officer.
Therefore, the Board of Directors of Covéa SGAM decided to separate the offices of Chairman of the Board and Chief Executive Officer. Michel Gougnard has been appointed Chairman of Covéa SGAM.
The Board also adopted several other resolutions, including deciding to renew Paul Esmein and Maud Petit in their positions as Deputy Chief Executive Officer.
Thierry Derez:
“Michel Gougnard is unanimously respected in our industry. He has brought a lot to our profession, especially during his time as Chairman of the FGAO. I am delighted he accepted to take up the office of Chairman of Covéa as his vision and talent will be precious assets in helping the Group complete the transformations underway.”
Michel Gougnard:
“I am really excited about channelling my energy and experience for the Group and its strategic vision. The Group is solid, and I am honoured to have been chosen by the Board and given the opportunity to support Thierry Derez in bringing about the ongoing transformations.”
Press contact presse@covea.fr
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