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 | 2002 |
Administrative Services Agreement
Administrative Services Agreement (52K)
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ADMINISTRATIVE SERVICES AGREEMENT
by and between
LASALLE RE LIMITED
and
ENDURANCE SPECIALTY INSURANCE LTD.
dated May 16, 2002
{PAGE}
TABLE OF CONTENTS
ARTICLE I
DEFINITIONS; OTHER MATTERS
Section 1.1 Definitions....................................................1
Section 1.2 Interpretation.................................................2
ARTICLE II
APPOINTMENT; PERFORMANCE STANDARDS; NOTIFICATION
OF CONTRACTHOLDERS
Section 2.1 Appointment....................................................2
Section 2.2 Standards......................................................3
ARTICLE III
ADMINISTRATION OF EXCLUDED LIABILITIES
Section 3.1 Administration of Excluded Liabilities.........................4
ARTICLE IV
ADDITIONAL SERVICES; NOTIFICATION
OF GOVERNMENTAL INQUIRIES; PERSONNEL
Section 4.1 Additional Services............................................4
Section 4.2 Notification of Governmental Inquiries.........................5
Section 4.3 Personnel......................................................5
ARTICLE V
EXPENSES; PAYMENTS
Section 5.1 Expenses.......................................................5
Section 5.2 Sharing of Payments............................................5
ARTICLE VI
REPORTS; BOOKS AND RECORDS; ACCOUNTS
Section 6.1 Reports........................................................6
Section 6.2 Payment of Amounts.............................................6
Section 6.3 Books and Records; Access......................................6
Section 6.4 Bank Accounts..................................................8
ARTICLE VII
INABILITY TO PERFORM SERVICES
Section 7.1 Inability to Perform Services..................................9
i
{PAGE}
ARTICLE VIII
LEGAL PROCEEDINGS
Section 8.1 Regulatory Proceedings.........................................9
Section 8.2 Defense of Litigation..........................................9
Section 8.3 Communications Regarding Certain Matters......................10
ARTICLE IX
DURATION; TERMINATION
Section 9.1 Duration......................................................10
Section 9.2 Termination...................................................10
ARTICLE X
CONFIDENTIALITY
Section 10.1 Use of Confidential Information...............................10
Section 10.2 Disclosure....................................................11
ARTICLE XI
INDEMNIFICATION
Section 11.1 Indemnification by LaSalle Re.................................11
Section 11.2 Indemnification by Administrator..............................12
Section 11.3 Indemnification Procedure.....................................12
Section 11.4 Relationship to Retrocession Agreement........................12
ARTICLE XII
ARBITRATION
Section 12.1 Arbitration...................................................12
ARTICLE XIII
MISCELLANEOUS
Section 13.1 Cooperation...................................................13
Section 13.2 Amendment, Modification and Waiver............................13
Section 13.3 Relationship..................................................13
Section 13.4 Entire Agreement..............................................13
Section 13.5 Governing Law.................................................14
Section 13.6 Severability..................................................14
Section 13.7 Counterparts..................................................14
Section 13.8 Third Party Beneficiaries.....................................14
Section 13.9 Binding; Assignment...........................................14
Section 13.10 Descriptive Headings..........................................14
Section 13.11 Use of Name...................................................15
Section 13.12 Survival......................................................15
Section 13.13 Offset........................................................15
ii
{PAGE}
Section 13.14 Notices.......................................................15
Section 13.15 Conflict......................................................16
iii
{PAGE}
ADMINISTRATIVE SERVICES AGREEMENT
This ADMINISTRATIVE SERVICES AGREEMENT, dated as of May 16, 2002
(hereinafter referred to as the "Administrative Services Agreement") is made and
entered into by and between LaSalle Re Limited, a Bermuda insurance company
("LaSalle Re") and Endurance Specialty Insurance Ltd., a Bermuda insurance
company ("Administrator").
W I T N E S S E T H:
WHEREAS, pursuant to a Transfer and Purchase Agreement, dated as of
the date hereof (the "Transfer and Purchase Agreement"), among LaSalle Re,
Trenwick Group Ltd., a Bermuda company and the parent company of LaSalle Re
("Trenwick" and together with LaSalle Re, the "Seller Parties") and
Administrator, the Seller Parties and Administrator have agreed, among other
things, to sell, convey and transfer to Administrator the Business (as such term
is defined in the Transfer and Purchase Agreement);
WHEREAS, pursuant to a Quota Share Retrocession Agreement, between
LaSalle Re and Administrator, dated as of the date hereof (the "Retrocession
Agreement"), LaSalle Re has agreed to cede to Administrator, and Administrator
has agreed to indemnify LaSalle Re for, one hundred percent (100%) of the
Reinsured Liabilities (as such term is defined in the Retrocession Agreement);
and
WHEREAS, LaSalle Re wishes to appoint Administrator to provide, on
an exclusive basis, all administrative services and other services with respect
to the Reinsured Contracts and Reinsured Liabilities (as such terms are defined
in the Retrocession Agreement), and Administrator desires to provide such
administrative services and other services in consideration of LaSalle Re
entering into the Retrocession Agreement.
NOW, THEREFORE, for and in consideration of the premises and the
promises and the mutual agreements hereinafter set forth and set forth in the
Transfer and Purchase Agreement and Retrocession Agreement, the parties hereto,
intending to be legally bound, covenant and agree as follows:
ARTICLE I
DEFINITIONS; OTHER MATTERS
Section 1.1 Definitions. Capitalized and uncapitalized terms used
but not defined herein and which are defined in the Transfer and Purchase
Agreement and/or the Retrocession Agreement, shall have the meanings ascribed to
them in the Transfer and Purchase Agreement and/or the Retrocession Agreement,
396750
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Trenwick Group
As referenced in this Administrative Services Agreement:
Trenwick Group Ltd – T N E S S E T H:
WHEREAS, pursuant to a Transfer and Purchase Agreement, dated as of
the date hereof (the "Transfer and Purchase Agreement"), among LaSalle Re,
Trenwick Group Ltd ., a Bermuda company and the parent company of LaSalle Re
("Trenwick" and together with LaSalle Re, the "Seller Parties") and
Administrator, the Seller Parties and Administrator have agreed, among
_____________
dt 1020224
;
|
 Skadden
As referenced in this Administrative Services Agreement:
Skadden, Arps – 0430
Telecopy: (441) 278-0401
With a copy to (which shall not constitute notice to the
Administrator for purposes of this Section 13.14):
14
{PAGE}
Robert J. Sullivan, Esq.
Skadden, Arps , Slate, Meagher & Flom LLP
Four Times Square
New York, New York 10036
Telephone No.: 212-735-2930
Telecopy No.: 212-735-2000
or to such other address as the
_____________
dt 1023776
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| 2002 |
Bill of Sale and Assignment Agreement
Bill of Sale and Assignment Agreement (6K)
Doc #396749: Click preview link for longer preview.
BILL OF SALE AND ASSIGNMENT AGREEMENT
This Bill of Sale and Assignment Agreement (this "Agreement "),
dated as of May 16, 2002 is entered into by and among LaSalle Re Limited, a
company organized under the laws of Bermuda ("LaSalle Re") and Endurance
Specialty Insurance Ltd., a company organized under the laws of Bermuda (the
"Purchaser").
W I T N E S S E T H
WHEREAS, LaSalle and Purchaser are, together with Trenwick Group
Ltd., parties to a Transfer and Purchase Agreement, dated as of May 16, 2002,
2002 (the "Transfer and Purchase Agreement"), pursuant to which, among other
things, LaSalle will sell, and Purchaser will acquire, the Transferred Assets
(as defined in the Transfer and Purchase Agreement) upon the terms and subject
to the conditions set forth in the Transfer and Purchase Agreement.
NOW, THEREFORE, in consideration of the foregoing premises and the
mutual representations, warranties, covenants and agreements set forth herein
and in the Transfer and Purchase Agreement and the Related Documents, the
parties hereto agree as follows:
Section 1. Definitions. Capitalized terms used herein and not
defined herein shall have the respective meanings assigned to them in the
Transfer and Purchase Agreement.
Section 2. Assignment of Transferred Assets, Acceptance of
Assignment. LaSalle hereby assigns, transfers, conveys and delivers to
Purchaser, and its successors and permitted assigns forever, as of the Closing
Date, all of LaSalle Re's right, title and interest in and to the Transferred
Assets. Purchaser hereby accepts the assignment, transfer, conveyance and
delivery of the Transferred Assets.
Section 3. No Third Party Beneficiaries. This Agreement is for the
sole and exclusive benefit of LaSalle Re, the Purchaser, and their respective
successors and permitted assigns and nothing herein is intended or shall be
construed to confer upon any Person other than LaSalle Re, the Purchaser, and
their respective successors and permitted assigns any right, remedy or claim
under or by reason of this Agreement or any term, covenant or condition hereof.
LaSalle Re and the Purchaser hereby acknowledge and agree that the assignment to
and assumption by Purchaser pursuant to this Agreement shall not relieve LaSalle
Re, Trenwick Group Ltd. or Purchaser of any of their obligations under the
396749
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Trenwick Group
As referenced in this Bill of Sale and Assignment Agreement:
Trenwick Group
Ltd – Specialty Insurance Ltd., a company organized under the laws of Bermuda (the
"Purchaser").
W I T N E S S E T H
WHEREAS, LaSalle and Purchaser are, together with Trenwick Group
Ltd ., parties to a Transfer and Purchase Agreement, dated as of May 16, 2002,
2002 (the "Transfer and Purchase Agreement"), pursuant to which, among other
things, LaSalle will sell, and
_____________
Trenwick Group Ltd – covenant or condition hereof.
LaSalle Re and the Purchaser hereby acknowledge and agree that the assignment to
and assumption by Purchaser pursuant to this Agreement shall not relieve LaSalle
Re, Trenwick Group Ltd . or Purchaser of any of their obligations under the
Transfer and Purchase Agreement, which shall remain in full force and effect.
Section 4. Amendment. This Agreement may only be
_____________
dt 1317530
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| 2002 |
Catastrophe Equity Securities Issuance Option Agreement [Amended and Restated No. 2]
Catastrophe Equity Securities Issuance Option Agreement [Amended and Restated No. 2] (77K)
Doc #396740: Click preview link for longer preview.
SECOND AMENDED AND RESTATED
CATASTROPHE EQUITY SECURITIES ISSUANCE OPTION AGREEMENT
This Second Amended and Restated Catastrophe Equity Securities Issuance
Option Agreement (this "Agreement") is entered into as of September 6, 2002
between Trenwick Group Ltd., a Bermuda company ("Trenwick"), on the one hand,
and European Reinsurance Company of Zurich, a corporation organized under the
laws of Switzerland (the "Option Writer"), on the other hand.
RECITALS
WHEREAS, LaSalle Re Holdings Limited, a Bermuda Company ("Company") and
Option Writer were parties to a Catastrophe Equity Securities Issuance Option
Agreement dated July 1, 1999 (the "Prior Agreement") along with Allianz Risk
Transfer, a corporation organized under the laws of Switzerland ("Allianz");
WHEREAS, the Prior Agreement obligated Option Writer to purchase up to
$55,000,000 of Company securities and Allianz to purchase up to $45,000,000 of
Company securities on the occurrence of certain specified events;
WHEREAS, pursuant to a definitive Agreement, Scheme of Arrangement, Plan
of Merger and Plan of Reorganization, dated as of December 19, 1999, amended and
restated as of March 20, 2000 and amended as of June 28, 2000, Trenwick and the
Company engaged in a series of transactions whereby Trenwick became the parent
company of the Company (the "Business Combination") on September 27, 2000;
WHEREAS, the parties amended and restated the Prior Agreement as reflected
in the Amended and Restated Catastrophe Equity Securities Issuance Option
Agreement dated as of January 1, 2001 (as amended by Amendment No. 1 dated as of
January 25, 2002, the "First Amended Agreement") in order to (i) reflect the
changes in corporate structure of the Company and Trenwick as a result of the
Business Combination, (ii) provide for the issuance by Trenwick of Preferred
Shares (as defined below), (iii) terminate the role of Allianz as a party to the
Prior Agreement, (iv) restate the commitment of Option Writer to purchase up to
such number of Preferred Shares having an aggregate Preferred Share Purchase
Price of $55,000,000, and (v) reflect such other terms, provisions, revisions
and amendments to the Prior Agreement as the parties deem necessary or
appropriate to effect the foregoing; and
WHEREAS, Trenwick and Option Writer desire to further amend and restate
their agreement to memorialize their agreement with respect to the Securities
Issuance Option (as defined below) on the terms and conditions set forth herein.
{PAGE}
NOW, THEREFORE, for good and valuable consideration, receipt of which is
hereby acknowledged, Trenwick and Option Writer agree as follows:
AGREEMENT
1. Definitions. Capitalized terms used in this Agreement shall have the
respective meanings ascribed to them below.
"A.M. Best Rating" means a rating of financial condition and performance,
as published from time to time, by A.M. Best Company.
"Affiliate" of, or Person "affiliated" with, a specified Person means a
Person that directly, or indirectly through one or more intermediaries, controls
or is controlled, by, or is under common control with, such specified Person.
"Business Combination" has the meaning ascribed to such term in the
Recitals of this Agreement.
"Business Day" means any day other than a Saturday, Sunday or a day on
which banking institutions in any of Hamilton, Bermuda; Zurich, Switzerland; or
London, England, are not required to be open.
"Certificate of Designation" means the Certificate of Designation,
Preferences and Rights of Series B Cumulative Perpetual Preferred Shares of
Trenwick, in the form attached as Exhibit A.
"Change of Control" means the earliest to occur of (a) the date that a
Person or group of affiliated Persons (an "Acquiring Person") acquires, or
obtains the right to acquire, legal or beneficial ownership of fifty percent
(50%) or more of the voting power of the issued and outstanding shares of
Trenwick, (b) the date an Acquiring Person acquires fifty percent (50%) or more
of the assets of Trenwick, or (c) the date of any amalgamation, consolidation or
merger of Trenwick with any Acquiring Person. For purposes hereof, the term
"Acquiring Person" shall not include (i) Trenwick, any of the Trenwick
Subsidiaries or any employee benefit plan (or related trust) sponsored or
maintained by Trenwick, or any of its Subsidiaries, or (ii) any other person
where fifty percent (50%) or more of the combined voting power of such Person's
issued and outstanding shares or capital stock is beneficially owned, directly
or indirectly, by the Persons who were the holders of the voting shares of
Trenwick immediately prior to such acquisition, amalgamation, consolidation or
merger (as the case may be).
"Company" means LaSalle Re Holdings Limited, a Bermuda company.
"Company Subsidiaries" means any or all of LaSalle Re Limited, an
insurance company formed under the laws of Bermuda, LaSalle Re Corporate Capital
Ltd., a
2
{PAGE}
company formed under the laws of Bermuda, and such other direct or indirect
Subsidiaries of Company as may be agreed in writing between Company and Option
Writer.
"Effective Date" means January 1, 2001.
"Event" means any one or a series of "loss occurrence(s)"as defined in any
reinsurance agreement under which any Company Subsidiary incurs an Ultimate
Loss.
"Exchange Act" means the U.S. Securities Exchange Act of 1934, as amended,
and all rules and regulations promulgated thereunder.
"Exercise Date" means the date of purchase and sale of Preferred Shares
pursuant to an exercise of the Securities Issuance Option which date shall be
specified in the Notice of Exercise and shall be the later of (a) seven (7)
calendar days (or thirty (30) calendar days if the delivery of a Notice of
Exercise does not occur until after March 31, 2002) following the delivery of
the Notice of Exercise or (b) ten (10) calendar days following receipt of all
regulatory approvals applicable to Trenwick and Option Writer in connection with
such purchase and sale of Preferred Shares (including without limitation any
necessary approvals by the Bermuda Monetary Authority or Registrar of
Companies), provided that the Exercise Date shall not be later than the one
hundred eightieth (180th) day after delivery of the Notice of Exercise, or such
later date, if any, as may be determined by alternative dispute resolution under
Article 8 of this Agreement, which date shall be ten (10) days after the
rendering of a final decision under Article 8.
"Exercise Term" means (a) with respect to a single Event which (i) is a
windstorm, the one (1) year period commencing upon the occurrence of a
Qualifying Catastrophic Event and ending at 12:00 a.m. midnight Bermuda Time on
the first anniversary of such occurrence (as the same may be extended under
Section 2.4) during which Trenwick has the right to exercise the Securities
Issuance Option, or (ii) is other than a windstorm, the eighteen (18) month
period commencing upon the occurrence of a Qualifying Catastrophic Event and
ending at 12:00 a.m. midnight Bermuda Time on the date which is eighteen (18)
months following such occurrence (as the same may be extended under Section 2.4)
during which Trenwick has the right to exercise the Securities Issuance Option,
or (b) with respect to a series of Events, the period commencing upon the
occurrence of a Qualifying Catastrophic Event and ending one (1) year following
the end of the Exposure Period during which such series of Events occurs, which
one (1) year period ends at 12:00 a.m. midnight Bermuda Time on the January 1
next following the end of such Exposure Period (as the same may be extended
under Section 2.4), during which Trenwick has the right to exercise the
Securities Issuance Option.
3
{PAGE}
"Exposure Period" means the one (1) year beginning at 12:00 a.m. midnight
Bermuda Time on January 1, 2001 and ending at 12:00 a.m. midnight Bermuda Time
on January 1, 2002.
"First Amended Agreement" has the meaning ascribed to such term in the
Recitals of this Agreement.
"GAAP" means U.S. generally accepted accounting principles, consistently
applied.
"GAAP Net Worth" means the amount equal to a company's shareholders'
equity plus minority interest, if any, as determined in accordance with GAAP.
"Non-assessable" means, with respect to shares of Trenwick, that no
further sums are required to be paid by the registered holders thereof in
connection with the issue of such shares.
"Notice of Exercise" means the written notice of Trenwick's intent to
exercise the Securities Issuance Option as described in Section 2.3.
396740
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 LaSalle
As referenced in this Catastrophe Equity Securities Issuance Option Agreement [Amended and Restated No. 2]:
LaSalle Re Holdings Limited, – Bermuda company ("Trenwick"), on the one hand,
and European Reinsurance Company of Zurich, a corporation organized under the
laws of Switzerland (the "Option Writer"), on the other hand.
RECITALS
WHEREAS, LaSalle Re Holdings Limited, a Bermuda Company ("Company") and
Option Writer were parties to a Catastrophe Equity Securities Issuance Option
Agreement dated July 1, 1999 (the "Prior Agreement") along with Allianz Risk
Transfer,
_____________
LaSalle Re Holdings Limited, – indirectly, by the Persons who were the holders of the voting shares of
Trenwick immediately prior to such acquisition, amalgamation, consolidation or
merger (as the case may be).
"Company" means LaSalle Re Holdings Limited, a Bermuda company.
"Company Subsidiaries" means any or all of LaSalle Re Limited, an
insurance company formed under the laws of Bermuda, LaSalle Re Corporate Capital
Ltd., a
2
{
_____________
dt 1515700
;
Trenwick Group
As referenced in this Catastrophe Equity Securities Issuance Option Agreement [Amended and Restated No. 2]:
Trenwick Group Ltd – AND RESTATED
CATASTROPHE EQUITY SECURITIES ISSUANCE OPTION AGREEMENT
This Second Amended and Restated Catastrophe Equity Securities Issuance
Option Agreement (this "Agreement") is entered into as of September 6, 2002
between Trenwick Group Ltd ., a Bermuda company ("Trenwick"), on the one hand,
and European Reinsurance Company of Zurich, a corporation organized under the
laws of Switzerland (the "Option Writer"), on the other hand.
_____________
Trenwick Group Ltd – either directly or
indirectly through one or more other Subsidiaries.
"Transaction Agreements" means this Agreement, its schedules and exhibits,
the Registration Rights Agreement and the Certificate of Designation. "Trenwick"
means Trenwick Group Ltd ., a Bermuda company.
"Trenwick Common Stock" means the common shares of Trenwick, par value
US$.10 per share.
"Trenwick Financial Statements" means the consolidated financial
statements of Trenwick specified
_____________
Trenwick Group Ltd – address or
facsimile number set forth below, or such address or facsimile number as such
party may designate by written notice to the other parties:
(i) if to Trenwick to:
Trenwick Group Ltd .
LOM Building
27 Reid Street
Hamilton HM 11 Bermuda
Attention: James F. Billett, Jr.
Fax No.: (441) 292-4878
24
{PAGE}
with a copy to:
Aon Re (Bermuda) Ltd.
_____________
Trenwick Group Ltd – of the attached Schedule
10.13.
27
{PAGE}
IN WITNESS WHEREOF, the parties to this Agreement have caused it to
be duly executed as of the date first written above.
Trenwick Group Ltd .
/s/ John V. Del Col /s/ Alan L. Hunte
--------------------------- ----------------------------
By: John V. Del Col By: Alan L. Hunte
Title: Secretary Title: Executive Vice President and
Chief Financial Officer
European
_____________
dt 1317528
;
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Debevoise
As referenced in this Catastrophe Equity Securities Issuance Option Agreement [Amended and Restated No. 2]:
Debevoise & Plimpton
– Place
8 Par-la-Ville Road, 8th Floor
P.O. Box HM 1767
Hamilton HM GX Bermuda
Attention: David R. Whiting
Fax No.: (441) 295-1575
with a copy to:
Debevoise & Plimpton
919 Third Avenue
New York, New York 10022
Attention: Wolcott B. Dunham, Jr.
Fax No.: (212) 909-6836
10.3. Entire Agreement. This Agreement (including the Exhibits and
the
_____________
dt 1396344
|
Preview
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| 2005 |
Depositary Agent Agreement
Depositary Agent Agreement (42K)
Doc #396635: Click preview link for longer preview.
LASALLE COVER COMPANY, LLC
68 HARVARD STREET
BROOKLINE, MASSACHUSETTS 02445
DEPOSITARY AGENT AGREEMENT
February 16, 2005
Computershare Trust Company of New York
88 Pine Street - 19th Floor
New York, New York 10005
Ladies and Gentlemen:
LaSalle Cover Company, LLC, (the "Purchaser") hereby appoints Computershare
Trust Company of New York (the "Agent") to serve as the Depositary agent in
connection with the Purchaser's offer to purchase up to 3,000,000 shares of
LaSalle Re Holdings Limited's Series A preferred stock, $1.00 par value (the
"Shares"), at $1.17 per Share net to Purchaser in cash, upon the terms and
conditions set forth in the Purchaser's Amended and Restated Offer to Purchase
dated January 21, 2005 (the "Offer to Purchase") and in the related Amended and
Restated Letter of Transmittal (which shall include the Internal Revenue Service
Form W-9)(the "Letter of Transmittal"), copies of which are attached hereto as
Exhibits A and B, respectively, and which together constitute the "Offer." The
expiration date for the Offer shall be Midnight (New York City Time) on February
18, 2005, unless the Purchaser extends the period of time for which the Offer is
open, in which event the expiration date shall mean the latest time and date at
which the Offer, as extended by the Purchaser, shall expire (the "Expiration
Date").
In agreeing to serve as the Agent, you acknowledge that your authority and
actions shall be governed by the terms of this Agreement. In discharging your
duties, you and the Purchaser shall proceed as follows:
Section 1. Definitions. (a) Whenever used in this Agreement, the following
words and phrases shall have the following meanings:
(i) "Agent's Message" means a message transmitted through electronic
means by a Book-Entry Transfer Facility, in accordance with the
normal procedures of the Book-Entry Transfer Facility and the
Depositary, to and received by the Depositary and forming part of
a Confirmation, which states that the Book-Entry Transfer
Facility has received an express acknowledgment from the
participant in the Book-Entry Transfer Facility tendering the
Shares which are the subject of such Book-Entry Confirmation that
such participant has received and agrees to be bound by the terms
of the Letter of Transmittal, and that the Purchaser may enforce
such agreement against such participant. The term Agent's Message
shall also include any hard copy printout evidencing such message
generated by a computer terminal maintained at the Depositary's
office;
{PAGE}
(ii) "Business Day" means any day except a Saturday, Sunday, Federal
Reserve Bank holiday or New York Stock Exchange holiday. A
Business Day shall open at 8:00 a.m. and close at 5:00 p.m. local
time for the relevant party's principal place of business;
(iii) "Confirmation" means a confirmation of book-entry transfer of
Shares into your account at The Depository Trust Company (the
"Book-Entry Transfer Facility"), which shall be established and
maintained by you;
(iv) "Eligible Institution" means a firm or other entity identified in
Rule 17Ad-15 under the Securities Exchange Act of 1934, as
amended (the "Exchange Act"), and which is a member in good
standing in the Security Transfer Agent Medallion Signature
Program; and
(v) "Notice of Guaranteed Delivery" means a notice of guaranteed
delivery substantially in the form attached as Exhibit C hereto
or a telegram, facsimile transmission or letter substantially in
such form, or if sent by a Book-Entry Transfer Facility, a
message transmitted through electronic means in accordance with
the usual procedures of the Book-Entry Transfer Facility and the
Depositary, substantially in such form; provided, however, that
if such notice is sent by a Book-Entry Transfer Facility through
electronic means, it must state that the Book-Entry Transfer
Facility has received an express acknowledgment from the
participant on whose behalf such notice is given that such
participant has received and agrees to become bound by the form
of such notice;
(b) All terms not defined in this Agreement shall have the same meaning as
in the Offer.
Section 2. Tenders of Shares. (a) Tenders of Shares may be made only as set
forth in Section 3 of the Offer to Purchase. The Shares shall be considered
validly tendered to you only if:
(i) you receive, prior to the Expiration Date, certificates for such
Shares (or a Confirmation relating to such Shares) and a properly
completed and duly executed Letter of Transmittal (or facsimile
thereof) or an Agent's Message relating thereto; or
(ii) you receive a Notice of Guaranteed Delivery relating to such
Shares prior to the Expiration Date and certificates for such
Shares (or a Confirmation relating to such Shares) and either a
properly completed and duly executed Letter of Transmittal (or
facsimile thereof) or an Agent's Message relating thereto within
three (3) Business Days after the date of execution of such
Notice of Guaranteed Delivery; and
(iii) in the case of either clause (i) or (ii) above, a final
determination of the adequacy of the items received, as provided
under this Agreement, has been made by the Purchaser.
396635
| |
Cede
As referenced in this Depositary Agent Agreement:
Cede & Co. – such time as you shall be
notified by the Purchaser, you shall request the transfer agent for the Shares
to effect the transfer of all Shares held of record by Cede & Co. or other
Nominee that are purchased pursuant to the Offer and to issue certificates for
such Shares so transferred, in accordance with written instructions from the
Purchaser, and upon
_____________
dt 1015797
|
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| 2001 |
Employment Agreement
Employment Agreement (40K)
Doc #396754: Click preview link for longer preview.
EMPLOYMENT AGREEMENT
THIS AGREEMENT, made and entered into as of October 1, 1998 (the "Effective
Date"), by and between Clare Moran (the "Executive") and LaSalle Re Limited (the
"Company");
WITNESSETH THAT:
WHEREAS, the parties desire to enter into this Agreement pertaining to the
continued employment of the Executive by the Company;
NOW, THEREFORE, in consideration of the mutual covenants and agreements set
forth below, it is hereby covenanted and agreed by the Executive and the Company
as follows:
1. Performance of Services. The Executive's continued employment with the
Company shall be subject to the following:
(a) Subject to the provisions of this Agreement, the Company hereby agrees to
employ the Executive as a Vice President of the Company during the
Agreement Term (as defined below), and the Executive hereby agrees to
remain in the employ of the Company during the Agreement Term.
(b) During the Agreement Term, while the Executive is employed by the Company,
the Executive shall devote, subject to paragraph 1(f), his full time,
energies and talents to performing his duties under this Agreement.
(c) The Executive agrees that he shall perform his duties faithfully and
efficiently subject to the directions of the Board of Directors (the
"Board") and the Chief Executive Officer (the "CEO") of the Company. The
Executive's duties may include providing services for the Company, LaSalle
Re Holdings Limited (the "Holding Company"), and the Subsidiaries (as
defined below), as determined by the CEO; provided that the Executive shall
not, without his consent, be assigned tasks that would be inconsistent with
his position at the Company. The Executive will have such authority and
power as are inherent to the undertakings applicable to his position and
necessary to carry out his responsibilities and the duties required of him
hereunder.
(d) While the Executive is employed by the Company, he shall be subject to the
duties that reasonably apply to the Company's officers and employees
(including, without limitation, the duty of loyalty to the Company).
(e) The Company may change the Executive's title and duties in the event of
reorganization, restructuring, or similar circumstances, except that the
Executive shall have a senior executive position at all times during the
Agreement Term while he is employed by the Company.
1
{PAGE}
(f) Notwithstanding the foregoing provisions of this paragraph 1, during the
Agreement Term, the Executive may devote reasonable time to activities
other than those required under this Agreement, including the supervision
of his personal investments, and activities involving professional,
charitable, educational, religious and similar types of organizations,
speaking engagements, membership of the boards of directors of other
organizations, and similar type of activities, to the extent that such
other activities do not inhibit or prohibit the performance of the
Executive's duties under this Agreement, or conflict in any material way
with the business of the Company, the Holding Company, or any Subsidiary;
provided, however, that except as otherwise expressly provided in this
Agreement, the Executive shall not serve on the board of any business, or
hold any position with any business without the consent of the Board and
the CEO of the Company.
(g) The Executive will be required to maintain a residence in Bermuda while
employed by the Company.
(h) The Company will use its reasonable best efforts to maintain a Bermuda work
permit for the Executive. The Executive shall cooperate with the Company
and the appropriate authorities in maintaining such permit. The Executive's
employment by the Company is conditioned upon the Company's ability to keep
current all required work permits, and except as otherwise provided in this
paragraph 1(h), the Company shall have no further obligation to the
Executive if, after employing its reasonable best efforts, it is unable to
maintain such permits. If despite the Company's best efforts to maintain
the Bermuda work permit, the work permit is terminated or revoked by the
Government of Bermuda through no fault of the Executive, then the Executive
shall be deemed to have received written notice from the Company that his
Date of Termination is the date on which the termination or revocation of
his or her work permit is effective, and the Executive shall be entitled to
the benefits provided for Termination by the Company under Section 3(g). In
addition, the Company shall reimburse the Executive for reasonable costs
actually incurred by the Executive and the members of his or her immediate
family to relocate to the nation in which the Executive maintains
citizenship; provided, however, that such reimbursement shall be made only
if such relocation occurs within a reasonable time following such Date of
Termination. The reasonableness of the cost and time of relocation shall be
determined by the Board of Directors of the Company.
(i) Subject to the provisions of this Agreement, the Executive shall not be
required to perform services under this Agreement during any period that he
is Disabled. The Executive shall be considered "Disabled" during any period
in which he has a physical or mental disability which renders him
incapable, after reasonable accommodation, of performing his duties under
this Agreement. In the event of a dispute as to whether the Executive is
396754
|
LaSalle
As referenced in this Employment Agreement:
LaSalle
Re Holdings Limited – the directions of the Board of Directors (the
"Board") and the Chief Executive Officer (the "CEO") of the Company. The
Executive's duties may include providing services for the Company, LaSalle
Re Holdings Limited (the "Holding Company"), and the Subsidiaries (as
defined below), as determined by the CEO; provided that the Executive shall
not, without his consent, be assigned tasks that would be
_____________
dt 1515701
| |
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Full Doc
| 2002 |
Forbearance Agreement [Amendment No. 2]
Forbearance Agreement [Amendment No. 2] (6K)
Doc #277019: Click preview link for longer preview.
SECOND AMENDMENT TO THE FORBEARANCE AGREEMENT
SECOND AMENDMENT TO THE FORBEARANCE AGREEMENT, dated as of December
6, 2002 (this "Second Amendment"), among TRENWICK AMERICA CORPORATION ("Trenwick
America"), TRENWICK HOLDINGS LIMITED (the "Account Party"), TRENWICK GROUP LTD.
("Holdings"), LASALLE RE HOLDINGS LIMITED ("LaSalle Holdings"), the lending
institutions party to the Credit Agreement referred to below ( each a "Bank,"
and collectively, the "Banks"), and JPMORGAN CHASE BANK, as Administrative Agent
(in such capacity, the "Administrative Agent"). All capitalized terms used
herein and not otherwise defined herein shall have the meaning provided such
terms in the Forbearance Agreement and the Credit Agreement referred to below.
W I T N E S S E T H :
WHEREAS, Trenwick America, the Account Party, Holdings, LaSalle
Holdings, the Banks and the Administrative Agent are parties to a Forbearance
Agreement dated as of November 11, 2002 (as amended, modified and/or
supplemented to, but not including the date hereof, the "Forbearance
Agreement");
WHEREAS, Trenwick America, the Account Party, the Banks and the
Administrative Agent are parties to the Credit Agreement, dated as of November
24, 1999 and Amended and Restated as of September 27, 2000 (as amended, modified
and/or supplemented to, but not including, the date hereof, the "Credit
Agreement");
WHEREAS, Holdings and the Administrative Agent are parties to the
Holdings Guaranty, dated as of September 27, 2000 (as amended, modified and/or
supplemented to, but not including, the date hereof, the "Holdings Guaranty");
WHEREAS, subject to the terms and conditions set forth below, the
parties hereto wish to amend the Forbearance Agreement as provided herein;
NOW, THEREFORE, it is agreed;
277019
|
LaSalle
As referenced in this Forbearance Agreement [Amendment No. 2]:
LASALLE RE HOLDINGS – of December
6, 2002 (this "Second Amendment"), among TRENWICK AMERICA CORPORATION ("Trenwick
America"), TRENWICK HOLDINGS LIMITED (the "Account Party"), TRENWICK GROUP LTD.
("Holdings"), LASALLE RE HOLDINGS LIMITED ("LaSalle Holdings"), the lending
institutions party to the Credit Agreement referred to below ( each a "Bank,"
and collectively, the "Banks"), and JPMORGAN
_____________
LASALLE RE HOLDINGS – Financial Officer
TRENWICK HOLDINGS LIMITED,
in its capacity as the Account Party
By /s/ Alan L. Hunte
--------------------------------------
Name: Alan L. Hunte
Title: Director
LASALLE RE HOLDINGS LIMITED,
in its capacity as a Guarantor and
Pledgor
By /s/ John V. Del Col
--------------------------------------
Name: John V. Del Col
Title: Director
{PAGE}
[
_____________
dt 219236
;
|
Trenwick Group
As referenced in this Forbearance Agreement [Amendment No. 2]:
TRENWICK GROUP – FORBEARANCE AGREEMENT, dated as of December
6, 2002 (this "Second Amendment"), among TRENWICK AMERICA CORPORATION ("Trenwick
America"), TRENWICK HOLDINGS LIMITED (the "Account Party"), TRENWICK GROUP LTD.
("Holdings"), LASALLE RE HOLDINGS LIMITED ("LaSalle Holdings"), the lending
institutions party to the Credit Agreement referred to below ( each a "Bank,"
and
_____________
TRENWICK GROUP – hereto have caused this Forbearance
Agreement to be executed by their respective officers thereunto duly authorized,
as of the date first written above.
TRENWICK GROUP LTD.,
in its capacity as a Guarantor and
Pledgor
By /s/ Alan L. Hunte
--------------------------------------
Name: Alan L. Hunte
Title: Executive Vice President and
_____________
dt 200823
;
JPMorgan Chase
As referenced in this Forbearance Agreement [Amendment No. 2]:
JPMORGAN CHASE BANK, – HOLDINGS LIMITED ("LaSalle Holdings"), the lending
institutions party to the Credit Agreement referred to below ( each a "Bank,"
and collectively, the "Banks"), and JPMORGAN CHASE BANK, as Administrative Agent
(in such capacity, the "Administrative Agent"). All capitalized terms used
herein and not otherwise defined herein shall have the
_____________
dt 210087
|
Preview
Full Doc
| 2002 |
Forbearance Agreement
Forbearance Agreement (7K)
Doc #277020: Click preview link for longer preview.
277020
|
LaSalle
As referenced in this Forbearance Agreement:
LASALLE RE HOLDINGS – of December 9, 2002 (this "Third Amendment"), among TRENWICK AMERICA CORPORATION
("Trenwick America"), TRENWICK HOLDINGS LIMITED (the "Account Party"), TRENWICK
GROUP LTD. ("Holdings"), LASALLE RE HOLDINGS LIMITED ("LaSalle Holdings"), the
lending institutions party to the Credit Agreement referred to below ( each a
"Bank," and collectively, the "Banks"), and JPMORGAN
_____________
LASALLE RE HOLDINGS – Financial Officer
TRENWICK HOLDINGS LIMITED,
in its capacity as the Account Party
By /s/ Alan L. Hunte
--------------------------------------
Name: Alan L. Hunte
Title: Director
LASALLE RE HOLDINGS LIMITED,
in its capacity as a Guarantor and
Pledgor
By /s/ John V. Del Col
--------------------------------------
Name: John V. Del Col
Title: Director
{PAGE}
[
_____________
dt 219237
;
|
Trenwick Group
As referenced in this Forbearance Agreement:
TRENWICK
GROUP – FORBEARANCE AGREEMENT, dated as
of December 9, 2002 (this "Third Amendment"), among TRENWICK AMERICA CORPORATION
("Trenwick America"), TRENWICK HOLDINGS LIMITED (the "Account Party"), TRENWICK
GROUP LTD. ("Holdings"), LASALLE RE HOLDINGS LIMITED ("LaSalle Holdings"), the
lending institutions party to the Credit Agreement referred to below ( each a
"Bank," and
_____________
TRENWICK GROUP – hereto have caused this Forbearance
Agreement to be executed by their respective officers thereunto duly authorized,
as of the date first written above.
TRENWICK GROUP LTD.,
in its capacity as a Guarantor and
Pledgor
By /s/ Alan L. Hunte
--------------------------------------
Name: Alan L. Hunte
Title: Executive Vice President and
_____________
dt 200824
;
JPMorgan Chase
As referenced in this Forbearance Agreement:
JPMORGAN CHASE BANK, – HOLDINGS LIMITED ("LaSalle Holdings"), the
lending institutions party to the Credit Agreement referred to below ( each a
"Bank," and collectively, the "Banks"), and JPMORGAN CHASE BANK, as
Administrative Agent (in such capacity, the "Administrative Agent"). All
capitalized terms used herein and not otherwise defined herein shall have the
_____________
dt 210088
|
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| 2002 |
Forbearance Agreement [Amendment]
Forbearance Agreement [Amendment] (6K)
Doc #277023: Click preview link for longer preview.
AMENDMENT TO FORBEARANCE AGREEMENT
AMENDMENT TO FORBEARANCE AGREEMENT, dated as of November 21, 2002
(this "Amendment"), among TRENWICK AMERICA CORPORATION ("Trenwick America"),
TRENWICK HOLDINGS LIMITED (the "Account Party"), TRENWICK GROUP LTD.
("Holdings"), LASALLE RE HOLDINGS LIMITED ("LaSalle Holdings"), the lending
institutions party to the Credit Agreement referred to below ( each a "Bank,"
and collectively, the "Banks"), and JPMORGAN CHASE BANK, as Administrative Agent
(in such capacity, the "Administrative Agent"). All capitalized terms used
herein and not otherwise defined herein shall have the meaning provided such
terms in the Forbearance Agreement and the Credit Agreement referred to below.
W I T N E S S E T H :
- - - - - - - - - -
WHEREAS, Trenwick America, the Account Party, Holdings, LaSalle
Holdings, the Banks and the Administrative Agent are parties to a Forbearance
Agreement dated as of November 11, 2002 (as amended, modified and/or
supplemented to, but not including the date hereof, the "Forbearance
Agreement");
WHEREAS, Trenwick America, the Account Party, the Banks and the
Administrative Agent are parties to the Credit Agreement, dated as of November
24, 1999 and Amended and Restated as of September 27, 2000 (as amended, modified
and/or supplemented to, but not including, the date hereof, the "Credit
Agreement");
WHEREAS, Holdings and the Administrative Agent are parties to the
Holdings Guaranty, dated as of September 27, 2000 (as amended, modified and/or
supplemented to, but not including, the date hereof, the "Holdings Guaranty");
WHEREAS, subject to the terms and conditions set forth below, the
parties hereto wish to amend the Forbearance Agreement as provided herein;
NOW, THEREFORE, it is agreed;
277023
|
LaSalle
As referenced in this Forbearance Agreement [Amendment]:
LASALLE RE HOLDINGS – as of November 21, 2002
(this "Amendment"), among TRENWICK AMERICA CORPORATION ("Trenwick America"),
TRENWICK HOLDINGS LIMITED (the "Account Party"), TRENWICK GROUP LTD.
("Holdings"), LASALLE RE HOLDINGS LIMITED ("LaSalle Holdings"), the lending
institutions party to the Credit Agreement referred to below ( each a "Bank,"
and collectively, the "Banks"), and JPMORGAN
_____________
LASALLE RE HOLDINGS – President & Treasurer
TRENWICK HOLDINGS LIMITED,
in its capacity as the Account Party
By /s/ Alan L. Hunte
-----------------------------------------
Name: Alan L. Hunte
Title: Director
LASALLE RE HOLDINGS LIMITED,
in its capacity as a Guarantor and Pledgor
By /s/ John V. Del Col
-----------------------------------------
Name: John V. Del Col
Title: Director
{PAGE}
_____________
dt 219239
;
|
Trenwick Group
As referenced in this Forbearance Agreement [Amendment]:
TRENWICK GROUP – TO FORBEARANCE AGREEMENT, dated as of November 21, 2002
(this "Amendment"), among TRENWICK AMERICA CORPORATION ("Trenwick America"),
TRENWICK HOLDINGS LIMITED (the "Account Party"), TRENWICK GROUP LTD.
("Holdings"), LASALLE RE HOLDINGS LIMITED ("LaSalle Holdings"), the lending
institutions party to the Credit Agreement referred to below ( each a "Bank,"
and
_____________
TRENWICK GROUP – hereto have caused this Forbearance
Agreement to be executed by their respective officers thereunto duly authorized,
as of the date first written above.
TRENWICK GROUP LTD.,
in its capacity as a Guarantor and Pledgor
By /s/ W. Marston Becker
-----------------------------------------
Name: W. Marston Becker
Title: Acting Chairman &
Acting Chief
_____________
dt 200827
;
JPMorgan Chase
As referenced in this Forbearance Agreement [Amendment]:
JPMORGAN CHASE BANK, – HOLDINGS LIMITED ("LaSalle Holdings"), the lending
institutions party to the Credit Agreement referred to below ( each a "Bank,"
and collectively, the "Banks"), and JPMORGAN CHASE BANK, as Administrative Agent
(in such capacity, the "Administrative Agent"). All capitalized terms used
herein and not otherwise defined herein shall have the
_____________
dt 210089
|
Preview
Full Doc
| 2002 |
Forbearance Agreement
Forbearance Agreement (34K)
Doc #277026: Click preview link for longer preview.
FORBEARANCE AGREEMENT
FORBEARANCE AGREEMENT, dated as of November 11, 2002 (this "Forbearance
Agreement"), among TRENWICK AMERICA CORPORATION ("Trenwick America"), TRENWICK
HOLDINGS LIMITED (the "Account Party"), the lending institutions party to the
Credit Agreement referred to below (each a "Bank," and collectively, the
"Banks"), and JPMORGAN CHASE BANK, as Administrative Agent (in such capacity,
the "Administrative Agent"), the Guarantors and Pledgors. All capitalized terms
used herein and not otherwise defined herein shall have the meaning provided
such terms in the Credit Agreement referred to below.
BACKGROUND
WHEREAS, Trenwick America, the Account Party, the Banks and the
Administrative Agent are parties to the Credit Agreement, dated as of November
24, 1999 and Amended and Restated as of September 27, 2000 (as amended, modified
and supplemented to, but not including, the date hereof, the "Credit
Agreement");
WHEREAS, Trenwick Group Ltd. ("Holdings") and the Administrative Agent are
parties to the Holdings Guaranty, dated as of September 27, 2000 (as amended,
modified and supplemented to, but not including, the date hereof, the "Holdings
Guaranty");
WHEREAS, in accordance with the Credit Agreement, Letters of Credit were
issued at the request of the Account Party for the benefit of Lloyd's in an
aggregate Stated Amount of $230,000,000, $225,874,000 of which are currently
outstanding;
WHEREAS, Holdings has informed the Banks that (i) it is not in compliance
with Section 4.14 for the Holdings Guaranty as of the Forbearance Agreement
Effective Date and (ii) it will continue to be out of compliance with such
Section through at least the Forbearance Termination Date;
WHEREAS, Holdings has informed the Banks that (i) it is not in compliance
with Section 4.16 for the Holdings Guaranty as of the Forbearance Agreement
Effective Date and (ii) it will continue to be out of compliance with such
Section through at least the Forbearance Termination Date;
WHEREAS, Holdings has informed the Banks of the occurrence of an event
specified in Section 9.11 of the Credit Agreement;
WHEREAS, the events described in the immediately preceding three
paragraphs above are collectively referred to as the "Events" and each is
individually referred to as an "Event." Each Event constitutes an Event of
Default under the Credit Agreement;
{PAGE}
WHEREAS, Holdings has informed the Banks that it may not be in compliance
with Section 4.15 of the Holdings Guaranty during the period from the
Forbearance Agreement Effective Date to the Forbearance Termination Date;
WHEREAS, to the extent a Default or Event of Default occurs due the
occurrence of the event in the immediately preceding paragraph, such Default or
Event of Default shall constitute an "Event" under this Forbearance Agreement;
and
WHEREAS, in order to provide Holdings, the Account Party and the other
Guarantors with a period of time within which to develop a plan to address the
Events and restructure the Obligations, Holdings, the Account Party and the
other Guarantors have requested that the Banks forbear from exercising their
rights and remedies under the Credit Documents as a result of the occurrence of
the Events. Subject to the terms and conditions of this Forbearance Agreement,
the Banks have agreed to this request.
AGREEMENT
NOW THEREFORE, incorporating the section in this Forbearance Agreement
captioned "Background" above, and for other good and valuable consideration, the
receipt and legal sufficiency of which are hereby acknowledged, and intending to
be legally bound hereby, subject to the satisfaction of Article III hereof, the
Administrative Agent, the Collateral Agent, the Banks and the Credit Parties
agree as of the date hereof (the "Forbearance Agreement Effective Date") as
follows:
ARTICLE I
ACKNOWLEDGMENTS AND AGREEMENTS
1.1 Acknowledgment of Existing Events; Existing Credit Documents. The
Credit Parties acknowledge and agree that: (a) the Events are material in nature
and constitutes Events of Default and (b) the Credit Documents are legal, valid
and binding obligations of the Credit Parties enforceable against the Credit
Parties in accordance with their terms, except to the extent that enforceability
thereof may be limited by applicable bankruptcy, insolvency, moratorium or
similar laws affecting creditors' rights generally and general principles of
equity regardless of whether enforcement is sought in a proceeding in equity or
at law. The Credit Parties further acknowledge and agree that, as a result of
the Events, the Banks are entitled to, among other things, exercise all rights
and remedies under the Credit Documents, applicable law or otherwise, including
to (i) declare the Total Unutilized L/C Commitment terminated and (ii) direct
the Account Party to pay to the Administrative Agent, cash, cash equivalents
and/or marketable securities to be held as security for the Account Party's
reimbursement obligations in respect of all the Letters of Credit then
outstanding, equal to the Stated Amount of all Letters of Credit at such time.
1.2 Acknowledgment of Current Outstanding Obligations. As of the
Forbearance Agreement Effective Date, the Credit Parties acknowledge and agree
that the aggregate Stated Amount of all the Letters of Credit at this time is
$225,874,000 and that they are indebted to the
2
{PAGE}
Administrative Agent and the Banks for all of the reimbursement and indemnity
obligations in connection therewith, plus accrued but unpaid fees, plus the
costs and expenses associated with the Obligations (which includes, without
limitation, the fees, costs and expenses in connection with, and required under,
the Retention Agreements (as defined below) pursuant to Section 13.01 of the
Credit Agreement) and/or in connection with the occurrence of the Events,
incurred by the Administrative Agent and/or the Banks, to the extent
reimbursement of which is provided for in the Credit Documents but has not yet
been made (the foregoing amounts are hereafter collectively referred to as the
"Current Outstanding Obligations") all without offset, counterclaims or defenses
of any kind. Nothing contained herein shall alter, amend, modify or extinguish
the obligation of the Account Party or the Guarantors to repay the Current
Outstanding Obligations or any other Obligations pursuant to the terms of the
Credit Documents, and neither this Forbearance Agreement nor any of the other
documents related hereto constitutes a novation or modification of any of the
Credit Documents.
1.3 Acknowledgment of Liens and Priority. Pursuant to the Credit Documents
and except as specifically set forth therein, the Collateral Agent, for the
benefit of the Secured Creditors, holds first priority, perfected security
interests in and liens upon all of the Collateral, wherever located, including
all Collateral now owned or hereafter acquired, and as more specifically
described in the Credit Documents. Holdings and LaSalle Re Holdings will, and
each will cause its Subsidiaries to, as promptly as possible, take all actions
and execute all documents requested by the Collateral Agent in regard to such
security interests and liens as required by the Credit Documents. Such security
interests and liens secure all of the Obligations (as defined in the Pledge
Agreement), including, without limitation, the Current Outstanding Obligations.
1.4 Reaffirmation of Security Interests. The Credit Parties acknowledge
and agree that Collateral pledged, assigned, conveyed, hypothecated or
transferred to the Collateral Agent for the benefit of the Secured Creditors
pursuant to the Credit Documents constitute (and shall continue to constitute)
collateral security for all of the Obligations (as defined in the Pledge
Agreement), including, without limitation, the Current Outstanding Obligations
to the extent set forth in the Pledge Agreement. Each Pledgor hereby
respectively reaffirms its prior conveyance to the Collateral Agent for the
benefit of the Administrative Agent and/or the Secured Creditors of a continuing
security interest in and lien on the Collateral described in each instrument
conveying such security interest.
1.5 Reaffirmation of the Guaranties. The Guarantors reaffirm their
obligations under the Guaranties and acknowledge and agree that the Guaranties
remain in full force and effect.
277026
|
LaSalle
As referenced in this Forbearance Agreement:
LaSalle Re Holdings – the Collateral, wherever located, including
all Collateral now owned or hereafter acquired, and as more specifically
described in the Credit Documents. Holdings and LaSalle Re Holdings will, and
each will cause its Subsidiaries to, as promptly as possible, take all actions
and execute all documents requested by the Collateral
_____________
LaSalle Re Holdings – distribute by way of dividend or otherwise, loan,
advance, disburse, pledge or hypothecate any cash, cash equivalents or
securities (the "LaSalle Collateral") of LaSalle Re Holdings Limited ("LaSalle
Holdings") or LaSalle Re Limited ("LaSalle Re" and, together with LaSalle
Holdings, the "LaSalle Entities") (including, but is not limited to,
_____________
LASALLE RE HOLDINGS – President & Treasurer
TRENWICK HOLDINGS LIMITED,
in its capacity as the Account Party
By /s/ Alan L. Hunte
----------------------------------------
Name: Alan L. Hunte
Title: Director
LASALLE RE HOLDINGS LIMITED,
in its capacity as a Guarantor and Pledgor
By /s/ John V. Del Col
----------------------------------------
Name: John V. Del Col
Title: Director
{PAGE}
_____________
dt 219241
;
Trenwick Group
As referenced in this Forbearance Agreement:
Trenwick Group – and Restated as of September 27, 2000 (as amended, modified
and supplemented to, but not including, the date hereof, the "Credit
Agreement");
WHEREAS, Trenwick Group Ltd. ("Holdings") and the Administrative Agent are
parties to the Holdings Guaranty, dated as of September 27, 2000 (as amended,
modified and supplemented
_____________
TRENWICK GROUP – hereto have caused this Forbearance
Agreement to be executed by their respective officers thereunto duly authorized,
as of the date first written above.
TRENWICK GROUP LTD.,
in its capacity as a Guarantor and Pledgor
By /s/ W. Marston Becker
----------------------------------------
Name: W. Marston Becker
Title: Acting Chairman &
Acting Chief
_____________
dt 200830
;
|
JPMorgan Chase
As referenced in this Forbearance Agreement:
JPMORGAN CHASE BANK, – LIMITED (the "Account Party"), the lending institutions party to the
Credit Agreement referred to below (each a "Bank," and collectively, the
"Banks"), and JPMORGAN CHASE BANK, as Administrative Agent (in such capacity,
the "Administrative Agent"), the Guarantors and Pledgors. All capitalized terms
used herein and not otherwise defined
_____________
dt 210090
;
White & Case
As referenced in this Forbearance Agreement:
White & Case – Administrative Agent
of the following:
(a) this Forbearance Agreement duly executed by each Credit Party and the
Required Banks;
(b) the Agreement between White & Case LLP ("White & Case") and Holdings,
dated as of October 29, 2002 with respect to the retention of Elliston, LLC and
Elliston (UK) Ltd., (
_____________
"White & Case" – the following:
(a) this Forbearance Agreement duly executed by each Credit Party and the
Required Banks;
(b) the Agreement between White & Case LLP ("White & Case" ) and Holdings,
dated as of October 29, 2002 with respect to the retention of Elliston, LLC and
Elliston (UK) Ltd., (collectively "Elliston")
_____________
White & Case – dated as of October 29, 2002 with respect to the retention of Elliston, LLC and
Elliston (UK) Ltd., (collectively "Elliston") duly executed by White & Case and
Holdings and Holdings having delivered to Elliston the retainer agreed to by
Holdings in the amount of $150,000 (such agreement, the "
_____________
White & Case – the retainer agreed to by
Holdings in the amount of $150,000 (such agreement, the "Elliston Retention
Agreement"); and
(c) the Agreement between White & Case and Holdings, dated as of October
29, 2002, for the retention of White & Case duly executed by White & Case and
Holdings and Holdings
_____________
White & Case – the "Elliston Retention
Agreement"); and
(c) the Agreement between White & Case and Holdings, dated as of October
29, 2002, for the retention of White & Case duly executed by White & Case and
Holdings and Holdings having delivered to White & Case the retainer agreed to by
Holdings in the amount
_____________
dt 208961
;
Trenwick Holdings Limited
|
Preview
Full Doc
| 2002 |
Forbearance Agreement
Forbearance Agreement (34K)
Doc #277028: Click preview link for longer preview.
FORBEARANCE AGREEMENT
FORBEARANCE AGREEMENT, dated as of November 11, 2002 (this "Forbearance
Agreement"), among TRENWICK AMERICA CORPORATION ("Trenwick America"), TRENWICK
HOLDINGS LIMITED (the "Account Party"), the lending institutions party to the
Credit Agreement referred to below (each a "Bank," and collectively, the
"Banks"), and JPMORGAN CHASE BANK, as Administrative Agent (in such capacity,
the "Administrative Agent"), the Guarantors and Pledgors. All capitalized terms
used herein and not otherwise defined herein shall have the meaning provided
such terms in the Credit Agreement referred to below.
BACKGROUND
WHEREAS, Trenwick America, the Account Party, the Banks and the
Administrative Agent are parties to the Credit Agreement, dated as of November
24, 1999 and Amended and Restated as of September 27, 2000 (as amended, modified
and supplemented to, but not including, the date hereof, the "Credit
Agreement");
WHEREAS, Trenwick Group Ltd. ("Holdings") and the Administrative Agent are
parties to the Holdings Guaranty, dated as of September 27, 2000 (as amended,
modified and supplemented to, but not including, the date hereof, the "Holdings
Guaranty");
WHEREAS, in accordance with the Credit Agreement, Letters of Credit were
issued at the request of the Account Party for the benefit of Lloyd's in an
aggregate Stated Amount of $230,000,000, $225,874,000 of which are currently
outstanding;
WHEREAS, Holdings has informed the Banks that (i) it is not in compliance
with Section 4.14 for the Holdings Guaranty as of the Forbearance Agreement
Effective Date and (ii) it will continue to be out of compliance with such
Section through at least the Forbearance Termination Date;
WHEREAS, Holdings has informed the Banks that (i) it is not in compliance
with Section 4.16 for the Holdings Guaranty as of the Forbearance Agreement
Effective Date and (ii) it will continue to be out of compliance with such
Section through at least the Forbearance Termination Date;
WHEREAS, Holdings has informed the Banks of the occurrence of an event
specified in Section 9.11 of the Credit Agreement;
WHEREAS, the events described in the immediately preceding three
paragraphs above are collectively referred to as the "Events" and each is
individually referred to as an "Event." Each Event constitutes an Event of
Default under the Credit Agreement;
{PAGE}
WHEREAS, Holdings has informed the Banks that it may not be in compliance
with Section 4.15 of the Holdings Guaranty during the period from the
Forbearance Agreement Effective Date to the Forbearance Termination Date;
WHEREAS, to the extent a Default or Event of Default occurs due the
occurrence of the event in the immediately preceding paragraph, such Default or
Event of Default shall constitute an "Event" under this Forbearance Agreement;
and
WHEREAS, in order to provide Holdings, the Account Party and the
other Guarantors with a period of time within which to develop a plan to address
the Events and restructure the Obligations, Holdings, the Account Party and the
other Guarantors have requested that the Banks forbear from exercising their
rights and remedies under the Credit Documents as a result of the occurrence of
the Events. Subject to the terms and conditions of this Forbearance Agreement,
the Banks have agreed to this request.
AGREEMENT
NOW THEREFORE, incorporating the section in this Forbearance
Agreement captioned "Background" above, and for other good and valuable
consideration, the receipt and legal sufficiency of which are hereby
acknowledged, and intending to be legally bound hereby, subject to the
satisfaction of Article III hereof, the Administrative Agent, the Collateral
Agent, the Banks and the Credit Parties agree as of the date hereof (the
"Forbearance Agreement Effective Date") as follows:
ARTICLE I
ACKNOWLEDGMENTS AND AGREEMENTS
1.1 Acknowledgment of Existing Events; Existing Credit Documents.
The Credit Parties acknowledge and agree that: (a) the Events are material in
nature and constitutes Events of Default and (b) the Credit Documents are legal,
valid and binding obligations of the Credit Parties enforceable against the
Credit Parties in accordance with their terms, except to the extent that
enforceability thereof may be limited by applicable bankruptcy, insolvency,
moratorium or similar laws affecting creditors' rights generally and general
principles of equity regardless of whether enforcement is sought in a proceeding
in equity or at law. The Credit Parties further acknowledge and agree that, as a
result of the Events, the Banks are entitled to, among other things, exercise
all rights and remedies under the Credit Documents, applicable law or otherwise,
including to (i) declare the Total Unutilized L/C Commitment terminated and (ii)
direct the Account Party to pay to the Administrative Agent, cash, cash
equivalents and/or marketable securities to be held as security for the Account
Party's reimbursement obligations in respect of all the Letters of Credit then
outstanding, equal to the Stated Amount of all Letters of Credit at such time.
1.2 Acknowledgment of Current Outstanding Obligations . As of the
Forbearance Agreement Effective Date, the Credit Parties acknowledge and agree
that the aggregate Stated Amount of all the Letters of Credit at this time is
$225,874,000 and that they are indebted to the
2
{PAGE}
Administrative Agent and the Banks for all of the reimbursement and indemnity
obligations in connection therewith, plus accrued but unpaid fees, plus the
costs and expenses associated with the Obligations (which includes, without
limitation, the fees, costs and expenses in connection with, and required under,
the Retention Agreements (as defined below) pursuant to Section 13.01 of the
Credit Agreement) and/or in connection with the occurrence of the Events,
incurred by the Administrative Agent and/or the Banks, to the extent
reimbursement of which is provided for in the Credit Documents but has not yet
been made (the foregoing amounts are hereafter collectively referred to as the
"Current Outstanding Obligations") all without offset, counterclaims or defenses
of any kind. Nothing contained herein shall alter, amend, modify or extinguish
the obligation of the Account Party or the Guarantors to repay the Current
Outstanding Obligations or any other Obligations pursuant to the terms of the
Credit Documents, and neither this Forbearance Agreement nor any of the other
documents related hereto constitutes a novation or modification of any of the
Credit Documents.
1.3 Acknowledgment of Liens and Priority. Pursuant to the Credit
Documents and except as specifically set forth therein, the Collateral Agent,
for the benefit of the Secured Creditors, holds first priority, perfected
security interests in and liens upon all of the Collateral, wherever located,
including all Collateral now owned or hereafter acquired, and as more
specifically described in the Credit Documents. Holdings and LaSalle Re Holdings
will, and each will cause its Subsidiaries to, as promptly as possible, take all
actions and execute all documents requested by the Collateral Agent in regard to
such security interests and liens as required by the Credit Documents. Such
security interests and liens secure all of the Obligations (as defined in the
Pledge Agreement), including, without limitation, the Current Outstanding
Obligations.
1.4 Reaffirmation of Security Interests. The Credit Parties
acknowledge and agree that Collateral pledged, assigned, conveyed, hypothecated
or transferred to the Collateral Agent for the benefit of the Secured Creditors
pursuant to the Credit Documents constitute (and shall continue to constitute)
collateral security for all of the Obligations (as defined in the Pledge
Agreement), including, without limitation, the Current Outstanding Obligations
to the extent set forth in the Pledge Agreement. Each Pledgor hereby
respectively reaffirms its prior conveyance to the Collateral Agent for the
benefit of the Administrative Agent and/or the Secured Creditors of a continuing
security interest in and lien on the Collateral described in each instrument
conveying such security interest.
1.5 Reaffirmation of the Guaranties. The Guarantors reaffirm their
obligations under the Guaranties and acknowledge and agree that the Guaranties
remain in full force and effect.
277028
|
LaSalle
As referenced in this Forbearance Agreement:
LaSalle Re Holdings
– the Collateral, wherever located,
including all Collateral now owned or hereafter acquired, and as more
specifically described in the Credit Documents. Holdings and LaSalle Re Holdings
will, and each will cause its Subsidiaries to, as promptly as possible, take all
actions and execute all documents requested by the
_____________
LaSalle Re Holdings – distribute by way of dividend or otherwise, loan,
advance, disburse, pledge or hypothecate any cash, cash equivalents or
securities (the "LaSalle Collateral") of LaSalle Re Holdings Limited ("LaSalle
Holdings") or LaSalle Re Limited ("LaSalle Re" and, together with LaSalle
Holdings, the "LaSalle Entities") (including, but is not limited to,
_____________
LASALLE RE HOLDINGS – President & Treasurer
TRENWICK HOLDINGS LIMITED,
in its capacity as the Account Party
By /s/ Alan L. Hunte
------------------------------------------
Name: Alan L. Hunte
Title: Director
LASALLE RE HOLDINGS LIMITED,
in its capacity as a Guarantor and Pledgor
By /s/ John V. Del Col
------------------------------------------
Name: John V. Del Col
Title: Director
{PAGE}
_____________
dt 219242
;
Trenwick Group
As referenced in this Forbearance Agreement:
Trenwick Group – and Restated as of September 27, 2000 (as amended, modified
and supplemented to, but not including, the date hereof, the "Credit
Agreement");
WHEREAS, Trenwick Group Ltd. ("Holdings") and the Administrative Agent are
parties to the Holdings Guaranty, dated as of September 27, 2000 (as amended,
modified and supplemented
_____________
TRENWICK GROUP – hereto have caused this Forbearance
Agreement to be executed by their respective officers thereunto duly authorized,
as of the date first written above.
TRENWICK GROUP LTD.,
in its capacity as a Guarantor and Pledgor
By /s/ W. Marston Becker
------------------------------------------
Name: W. Marston Becker
Title: Acting Chairman &
Acting Chief
_____________
dt 200832
;
|
JPMorgan Chase
As referenced in this Forbearance Agreement:
JPMORGAN CHASE BANK, – LIMITED (the "Account Party"), the lending institutions party to the
Credit Agreement referred to below (each a "Bank," and collectively, the
"Banks"), and JPMORGAN CHASE BANK, as Administrative Agent (in such capacity,
the "Administrative Agent"), the Guarantors and Pledgors. All capitalized terms
used herein and not otherwise defined
_____________
dt 210091
;
White & Case
As referenced in this Forbearance Agreement:
White & Case – Administrative Agent of the following:
(a) this Forbearance Agreement duly executed by each Credit Party
and the Required Banks;
(b) the Agreement between White & Case LLP ("White & Case") and
Holdings, dated as of October 29, 2002 with respect to the retention of
Elliston, LLC and Elliston (UK) Ltd., (
_____________
"White & Case" – the following:
(a) this Forbearance Agreement duly executed by each Credit Party
and the Required Banks;
(b) the Agreement between White & Case LLP ("White & Case" ) and
Holdings, dated as of October 29, 2002 with respect to the retention of
Elliston, LLC and Elliston (UK) Ltd., (collectively "Elliston")
_____________
White & Case – dated as of October 29, 2002 with respect to the retention of
Elliston, LLC and Elliston (UK) Ltd., (collectively "Elliston") duly executed by
White & Case and Holdings and Holdings having delivered to Elliston the retainer
agreed to by Holdings in the amount of $150,000 (such agreement, the "
_____________
White & Case – the retainer
agreed to by Holdings in the amount of $150,000 (such agreement, the "Elliston
Retention Agreement"); and
(c) the Agreement between White & Case and Holdings, dated as of
October 29, 2002, for the retention of White & Case duly executed by White &
Case and Holdings and Holdings
_____________
White & Case – the "Elliston
Retention Agreement"); and
(c) the Agreement between White & Case and Holdings, dated as of
October 29, 2002, for the retention of White & Case duly executed by White &
Case and Holdings and Holdings having delivered to White & Case the retainer
agreed to by Holdings in the amount
_____________
dt 208962
;
Trenwick Holdings Limited
|
Preview
Full Doc
| 2002 |
Forbearance Agreement
Forbearance Agreement (34K)
Doc #396730: Click preview link for longer preview.
FORBEARANCE AGREEMENT
FORBEARANCE AGREEMENT, dated as of November 11, 2002 (this "Forbearance
Agreement"), among TRENWICK AMERICA CORPORATION ("Trenwick America"), TRENWICK
HOLDINGS LIMITED (the "Account Party"), the lending institutions party to the
Credit Agreement referred to below (each a "Bank," and collectively, the
"Banks"), and JPMORGAN CHASE BANK, as Administrative Agent (in such capacity,
the "Administrative Agent"), the Guarantors and Pledgors. All capitalized terms
used herein and not otherwise defined herein shall have the meaning provided
such terms in the Credit Agreement referred to below.
BACKGROUND
WHEREAS, Trenwick America, the Account Party, the Banks and the
Administrative Agent are parties to the Credit Agreement, dated as of November
24, 1999 and Amended and Restated as of September 27, 2000 (as amended, modified
and supplemented to, but not including, the date hereof, the "Credit
Agreement");
WHEREAS, Trenwick Group Ltd. ("Holdings") and the Administrative Agent are
parties to the Holdings Guaranty, dated as of September 27, 2000 (as amended,
modified and supplemented to, but not including, the date hereof, the "Holdings
Guaranty");
WHEREAS, in accordance with the Credit Agreement, Letters of Credit were
issued at the request of the Account Party for the benefit of Lloyd's in an
aggregate Stated Amount of $230,000,000, $225,874,000 of which are currently
outstanding;
WHEREAS, Holdings has informed the Banks that (i) it is not in compliance
with Section 4.14 for the Holdings Guaranty as of the Forbearance Agreement
Effective Date and (ii) it will continue to be out of compliance with such
Section through at least the Forbearance Termination Date;
WHEREAS, Holdings has informed the Banks that (i) it is not in compliance
with Section 4.16 for the Holdings Guaranty as of the Forbearance Agreement
Effective Date and (ii) it will continue to be out of compliance with such
Section through at least the Forbearance Termination Date;
WHEREAS, Holdings has informed the Banks of the occurrence of an event
specified in Section 9.11 of the Credit Agreement;
WHEREAS, the events described in the immediately preceding three
paragraphs above are collectively referred to as the "Events" and each is
individually referred to as an "Event." Each Event constitutes an Event of
Default under the Credit Agreement;
{PAGE}
WHEREAS, Holdings has informed the Banks that it may not be in compliance
with Section 4.15 of the Holdings Guaranty during the period from the
Forbearance Agreement Effective Date to the Forbearance Termination Date;
WHEREAS, to the extent a Default or Event of Default occurs due the
occurrence of the event in the immediately preceding paragraph, such Default or
Event of Default shall constitute an "Event" under this Forbearance Agreement;
and
WHEREAS, in order to provide Holdings, the Account Party and the other
Guarantors with a period of time within which to develop a plan to address the
Events and restructure the Obligations, Holdings, the Account Party and the
other Guarantors have requested that the Banks forbear from exercising their
rights and remedies under the Credit Documents as a result of the occurrence of
the Events. Subject to the terms and conditions of this Forbearance Agreement,
the Banks have agreed to this request.
AGREEMENT
NOW THEREFORE, incorporating the section in this Forbearance Agreement
captioned "Background" above, and for other good and valuable consideration, the
receipt and legal sufficiency of which are hereby acknowledged, and intending to
be legally bound hereby, subject to the satisfaction of Article III hereof, the
Administrative Agent, the Collateral Agent, the Banks and the Credit Parties
agree as of the date hereof (the "Forbearance Agreement Effective Date") as
follows:
ARTICLE I
ACKNOWLEDGMENTS AND AGREEMENTS
1.1 Acknowledgment of Existing Events; Existing Credit Documents. The
Credit Parties acknowledge and agree that: (a) the Events are material in nature
and constitutes Events of Default and (b) the Credit Documents are legal, valid
and binding obligations of the Credit Parties enforceable against the Credit
Parties in accordance with their terms, except to the extent that enforceability
thereof may be limited by applicable bankruptcy, insolvency, moratorium or
similar laws affecting creditors' rights generally and general principles of
equity regardless of whether enforcement is sought in a proceeding in equity or
at law. The Credit Parties further acknowledge and agree that, as a result of
the Events, the Banks are entitled to, among other things, exercise all rights
and remedies under the Credit Documents, applicable law or otherwise, including
to (i) declare the Total Unutilized L/C Commitment terminated and (ii) direct
the Account Party to pay to the Administrative Agent, cash, cash equivalents
and/or marketable securities to be held as security for the Account Party's
reimbursement obligations in respect of all the Letters of Credit then
outstanding, equal to the Stated Amount of all Letters of Credit at such time.
1.2 Acknowledgment of Current Outstanding Obligations. As of the
Forbearance Agreement Effective Date, the Credit Parties acknowledge and agree
that the aggregate Stated Amount of all the Letters of Credit at this time is
$225,874,000 and that they are indebted to the
2
{PAGE}
Administrative Agent and the Banks for all of the reimbursement and indemnity
obligations in connection therewith, plus accrued but unpaid fees, plus the
costs and expenses associated with the Obligations (which includes, without
limitation, the fees, costs and expenses in connection with, and required under,
the Retention Agreements (as defined below) pursuant to Section 13.01 of the
Credit Agreement) and/or in connection with the occurrence of the Events,
incurred by the Administrative Agent and/or the Banks, to the extent
reimbursement of which is provided for in the Credit Documents but has not yet
been made (the foregoing amounts are hereafter collectively referred to as the
"Current Outstanding Obligations") all without offset, counterclaims or defenses
of any kind. Nothing contained herein shall alter, amend, modify or extinguish
the obligation of the Account Party or the Guarantors to repay the Current
Outstanding Obligations or any other Obligations pursuant to the terms of the
Credit Documents, and neither this Forbearance Agreement nor any of the other
documents related hereto constitutes a novation or modification of any of the
Credit Documents.
1.3 Acknowledgment of Liens and Priority. Pursuant to the Credit Documents
and except as specifically set forth therein, the Collateral Agent, for the
benefit of the Secured Creditors, holds first priority, perfected security
interests in and liens upon all of the Collateral, wherever located, including
all Collateral now owned or hereafter acquired, and as more specifically
described in the Credit Documents. Holdings and LaSalle Re Holdings will, and
each will cause its Subsidiaries to, as promptly as possible, take all actions
and execute all documents requested by the Collateral Agent in regard to such
security interests and liens as required by the Credit Documents. Such security
interests and liens secure all of the Obligations (as defined in the Pledge
Agreement), including, without limitation, the Current Outstanding Obligations.
1.4 Reaffirmation of Security Interests. The Credit Parties acknowledge
and agree that Collateral pledged, assigned, conveyed, hypothecated or
transferred to the Collateral Agent for the benefit of the Secured Creditors
pursuant to the Credit Documents constitute (and shall continue to constitute)
collateral security for all of the Obligations (as defined in the Pledge
Agreement), including, without limitation, the Current Outstanding Obligations
to the extent set forth in the Pledge Agreement. Each Pledgor hereby
respectively reaffirms its prior conveyance to the Collateral Agent for the
benefit of the Administrative Agent and/or the Secured Creditors of a continuing
security interest in and lien on the Collateral described in each instrument
conveying such security interest.
1.5 Reaffirmation of the Guaranties. The Guarantors reaffirm their
obligations under the Guaranties and acknowledge and agree that the Guaranties
remain in full force and effect.
396730
|
LaSalle
As referenced in this Forbearance Agreement:
LaSalle Re Holdings Limited – permit any of
its Subsidiaries to, pay, distribute by way of dividend or otherwise, loan,
advance, disburse, pledge or hypothecate any cash, cash equivalents or
securities (the "LaSalle Collateral") of LaSalle Re Holdings Limited ("LaSalle
Holdings") or LaSalle Re Limited ("LaSalle Re" and, together with LaSalle
Holdings, the "LaSalle Entities") (including, but is not limited to, any
proceeds (the "Endurance Proceeds") received, or
_____________
LASALLE RE HOLDINGS LIMITED, – David Finkelstein
----------------------------------------
Name: David Finkelstein
Title: Vice President & Treasurer
TRENWICK HOLDINGS LIMITED,
in its capacity as the Account Party
By /s/ Alan L. Hunte
----------------------------------------
Name: Alan L. Hunte
Title: Director
LASALLE RE HOLDINGS LIMITED,
in its capacity as a Guarantor and Pledgor
By /s/ John V. Del Col
----------------------------------------
Name: John V. Del Col
Title: Director
{PAGE}
NAME OF BANK:
By /s/
----------------------------------------
Name:
Title:
{
_____________
dt 1515698
;
Trenwick Group
As referenced in this Forbearance Agreement:
Trenwick Group Ltd – as of November
24, 1999 and Amended and Restated as of September 27, 2000 (as amended, modified
and supplemented to, but not including, the date hereof, the "Credit
Agreement");
WHEREAS, Trenwick Group Ltd . ("Holdings") and the Administrative Agent are
parties to the Holdings Guaranty, dated as of September 27, 2000 (as amended,
modified and supplemented to, but not including, the date hereof,
_____________
TRENWICK GROUP LTD – 10
{PAGE}
IN WITNESS WHEREOF, the parties hereto have caused this Forbearance
Agreement to be executed by their respective officers thereunto duly authorized,
as of the date first written above.
TRENWICK GROUP LTD .,
in its capacity as a Guarantor and Pledgor
By /s/ W. Marston Becker
----------------------------------------
Name: W. Marston Becker
Title: Acting Chairman &
Acting Chief Executive Officer
TRENWICK AMERICA CORPORATION,
in its
_____________
dt 1020210
;
|
JPMorgan Chase
As referenced in this Forbearance Agreement:
JPMORGAN CHASE BANK, – TRENWICK AMERICA CORPORATION ("Trenwick America"), TRENWICK
HOLDINGS LIMITED (the "Account Party"), the lending institutions party to the
Credit Agreement referred to below (each a "Bank," and collectively, the
"Banks"), and JPMORGAN CHASE BANK, as Administrative Agent (in such capacity,
the "Administrative Agent"), the Guarantors and Pledgors. All capitalized terms
used herein and not otherwise defined herein shall have the meaning provided
such
_____________
dt 1018016
;
White & Case
As referenced in this Forbearance Agreement:
White & Case – are subject to the receipt by the Administrative Agent
of the following:
(a) this Forbearance Agreement duly executed by each Credit Party and the
Required Banks;
(b) the Agreement between White & Case LLP ("White & Case") and Holdings,
dated as of October 29, 2002 with respect to the retention of Elliston, LLC and
Elliston (UK) Ltd., (collectively "Elliston") duly executed by White & Case
_____________
"White & Case" – the receipt by the Administrative Agent
of the following:
(a) this Forbearance Agreement duly executed by each Credit Party and the
Required Banks;
(b) the Agreement between White & Case LLP ("White & Case" ) and Holdings,
dated as of October 29, 2002 with respect to the retention of Elliston, LLC and
Elliston (UK) Ltd., (collectively "Elliston") duly executed by White & Case and
Holdings
_____________
White & Case – White & Case LLP ("White & Case") and Holdings,
dated as of October 29, 2002 with respect to the retention of Elliston, LLC and
Elliston (UK) Ltd., (collectively "Elliston") duly executed by White & Case and
Holdings and Holdings having delivered to Elliston the retainer agreed to by
Holdings in the amount of $150,000 (such agreement, the "Elliston Retention
Agreement"); and
(c) the Agreement
_____________
White & Case – Holdings and Holdings having delivered to Elliston the retainer agreed to by
Holdings in the amount of $150,000 (such agreement, the "Elliston Retention
Agreement"); and
(c) the Agreement between White & Case and Holdings, dated as of October
29, 2002, for the retention of White & Case duly executed by White & Case and
Holdings and Holdings having delivered to White & Case the retainer
_____________
White & Case – the amount of $150,000 (such agreement, the "Elliston Retention
Agreement"); and
(c) the Agreement between White & Case and Holdings, dated as of October
29, 2002, for the retention of White & Case duly executed by White & Case and
Holdings and Holdings having delivered to White & Case the retainer agreed to by
Holdings in the amount of $150,000 (such agreement, the "W&
_____________
dt 999686
|
Preview
Full Doc
| 2002 |
Forbearance Agreement
Forbearance Agreement (34K)
Doc #396732: Click preview link for longer preview.
FORBEARANCE AGREEMENT
FORBEARANCE AGREEMENT, dated as of November 11, 2002 (this "Forbearance
Agreement"), among TRENWICK AMERICA CORPORATION ("Trenwick America"), TRENWICK
HOLDINGS LIMITED (the "Account Party"), the lending institutions party to the
Credit Agreement referred to below (each a "Bank," and collectively, the
"Banks"), and JPMORGAN CHASE BANK, as Administrative Agent (in such capacity,
the "Administrative Agent"), the Guarantors and Pledgors. All capitalized terms
used herein and not otherwise defined herein shall have the meaning provided
such terms in the Credit Agreement referred to below.
BACKGROUND
WHEREAS, Trenwick America, the Account Party, the Banks and the
Administrative Agent are parties to the Credit Agreement, dated as of November
24, 1999 and Amended and Restated as of September 27, 2000 (as amended, modified
and supplemented to, but not including, the date hereof, the "Credit
Agreement");
WHEREAS, Trenwick Group Ltd. ("Holdings") and the Administrative Agent are
parties to the Holdings Guaranty, dated as of September 27, 2000 (as amended,
modified and supplemented to, but not including, the date hereof, the "Holdings
Guaranty");
WHEREAS, in accordance with the Credit Agreement, Letters of Credit were
issued at the request of the Account Party for the benefit of Lloyd's in an
aggregate Stated Amount of $230,000,000, $225,874,000 of which are currently
outstanding;
WHEREAS, Holdings has informed the Banks that (i) it is not in compliance
with Section 4.14 for the Holdings Guaranty as of the Forbearance Agreement
Effective Date and (ii) it will continue to be out of compliance with such
Section through at least the Forbearance Termination Date;
WHEREAS, Holdings has informed the Banks that (i) it is not in compliance
with Section 4.16 for the Holdings Guaranty as of the Forbearance Agreement
Effective Date and (ii) it will continue to be out of compliance with such
Section through at least the Forbearance Termination Date;
WHEREAS, Holdings has informed the Banks of the occurrence of an event
specified in Section 9.11 of the Credit Agreement;
WHEREAS, the events described in the immediately preceding three
paragraphs above are collectively referred to as the "Events" and each is
individually referred to as an "Event." Each Event constitutes an Event of
Default under the Credit Agreement;
{PAGE}
WHEREAS, Holdings has informed the Banks that it may not be in compliance
with Section 4.15 of the Holdings Guaranty during the period from the
Forbearance Agreement Effective Date to the Forbearance Termination Date;
WHEREAS, to the extent a Default or Event of Default occurs due the
occurrence of the event in the immediately preceding paragraph, such Default or
Event of Default shall constitute an "Event" under this Forbearance Agreement;
and
WHEREAS, in order to provide Holdings, the Account Party and the
other Guarantors with a period of time within which to develop a plan to address
the Events and restructure the Obligations, Holdings, the Account Party and the
other Guarantors have requested that the Banks forbear from exercising their
rights and remedies under the Credit Documents as a result of the occurrence of
the Events. Subject to the terms and conditions of this Forbearance Agreement,
the Banks have agreed to this request.
AGREEMENT
NOW THEREFORE, incorporating the section in this Forbearance
Agreement captioned "Background" above, and for other good and valuable
consideration, the receipt and legal sufficiency of which are hereby
acknowledged, and intending to be legally bound hereby, subject to the
satisfaction of Article III hereof, the Administrative Agent, the Collateral
Agent, the Banks and the Credit Parties agree as of the date hereof (the
"Forbearance Agreement Effective Date") as follows:
ARTICLE I
ACKNOWLEDGMENTS AND AGREEMENTS
1.1 Acknowledgment of Existing Events; Existing Credit Documents.
The Credit Parties acknowledge and agree that: (a) the Events are material in
nature and constitutes Events of Default and (b) the Credit Documents are legal,
valid and binding obligations of the Credit Parties enforceable against the
Credit Parties in accordance with their terms, except to the extent that
enforceability thereof may be limited by applicable bankruptcy, insolvency,
moratorium or similar laws affecting creditors' rights generally and general
principles of equity regardless of whether enforcement is sought in a proceeding
in equity or at law. The Credit Parties further acknowledge and agree that, as a
result of the Events, the Banks are entitled to, among other things, exercise
all rights and remedies under the Credit Documents, applicable law or otherwise,
including to (i) declare the Total Unutilized L/C Commitment terminated and (ii)
direct the Account Party to pay to the Administrative Agent, cash, cash
equivalents and/or marketable securities to be held as security for the Account
Party's reimbursement obligations in respect of all the Letters of Credit then
outstanding, equal to the Stated Amount of all Letters of Credit at such time.
1.2 Acknowledgment of Current Outstanding Obligations . As of the
Forbearance Agreement Effective Date, the Credit Parties acknowledge and agree
that the aggregate Stated Amount of all the Letters of Credit at this time is
$225,874,000 and that they are indebted to the
2
{PAGE}
Administrative Agent and the Banks for all of the reimbursement and indemnity
obligations in connection therewith, plus accrued but unpaid fees, plus the
costs and expenses associated with the Obligations (which includes, without
limitation, the fees, costs and expenses in connection with, and required under,
the Retention Agreements (as defined below) pursuant to Section 13.01 of the
Credit Agreement) and/or in connection with the occurrence of the Events,
incurred by the Administrative Agent and/or the Banks, to the extent
reimbursement of which is provided for in the Credit Documents but has not yet
been made (the foregoing amounts are hereafter collectively referred to as the
"Current Outstanding Obligations") all without offset, counterclaims or defenses
of any kind. Nothing contained herein shall alter, amend, modify or extinguish
the obligation of the Account Party or the Guarantors to repay the Current
Outstanding Obligations or any other Obligations pursuant to the terms of the
Credit Documents, and neither this Forbearance Agreement nor any of the other
documents related hereto constitutes a novation or modification of any of the
Credit Documents.
1.3 Acknowledgment of Liens and Priority. Pursuant to the Credit
Documents and except as specifically set forth therein, the Collateral Agent,
for the benefit of the Secured Creditors, holds first priority, perfected
security interests in and liens upon all of the Collateral, wherever located,
including all Collateral now owned or hereafter acquired, and as more
specifically described in the Credit Documents. Holdings and LaSalle Re Holdings
will, and each will cause its Subsidiaries to, as promptly as possible, take all
actions and execute all documents requested by the Collateral Agent in regard to
such security interests and liens as required by the Credit Documents. Such
security interests and liens secure all of the Obligations (as defined in the
Pledge Agreement), including, without limitation, the Current Outstanding
Obligations.
1.4 Reaffirmation of Security Interests. The Credit Parties
acknowledge and agree that Collateral pledged, assigned, conveyed, hypothecated
or transferred to the Collateral Agent for the benefit of the Secured Creditors
pursuant to the Credit Documents constitute (and shall continue to constitute)
collateral security for all of the Obligations (as defined in the Pledge
Agreement), including, without limitation, the Current Outstanding Obligations
to the extent set forth in the Pledge Agreement. Each Pledgor hereby
respectively reaffirms its prior conveyance to the Collateral Agent for the
benefit of the Administrative Agent and/or the Secured Creditors of a continuing
security interest in and lien on the Collateral described in each instrument
conveying such security interest.
1.5 Reaffirmation of the Guaranties. The Guarantors reaffirm their
obligations under the Guaranties and acknowledge and agree that the Guaranties
remain in full force and effect.
396732
|
LaSalle
As referenced in this Forbearance Agreement:
LaSalle Re Holdings Limited – permit any
of its Subsidiaries to, pay, distribute by way of dividend or otherwise, loan,
advance, disburse, pledge or hypothecate any cash, cash equivalents or
securities (the "LaSalle Collateral") of LaSalle Re Holdings Limited ("LaSalle
Holdings") or LaSalle Re Limited ("LaSalle Re" and, together with LaSalle
Holdings, the "LaSalle Entities") (including, but is not limited to, any
proceeds (the "Endurance Proceeds") received, or
_____________
LASALLE RE HOLDINGS LIMITED, – David Finkelstein
------------------------------------------
Name: David Finkelstein
Title: Vice President & Treasurer
TRENWICK HOLDINGS LIMITED,
in its capacity as the Account Party
By /s/ Alan L. Hunte
------------------------------------------
Name: Alan L. Hunte
Title: Director
LASALLE RE HOLDINGS LIMITED,
in its capacity as a Guarantor and Pledgor
By /s/ John V. Del Col
------------------------------------------
Name: John V. Del Col
Title: Director
{PAGE}
NAME OF BANK:
By /s/
-------------------------------------------
Name:
Title:
{
_____________
dt 1515699
;
Trenwick Group
As referenced in this Forbearance Agreement:
Trenwick Group Ltd – as of November
24, 1999 and Amended and Restated as of September 27, 2000 (as amended, modified
and supplemented to, but not including, the date hereof, the "Credit
Agreement");
WHEREAS, Trenwick Group Ltd . ("Holdings") and the Administrative Agent are
parties to the Holdings Guaranty, dated as of September 27, 2000 (as amended,
modified and supplemented to, but not including, the date hereof,
_____________
TRENWICK GROUP LTD – 10
{PAGE}
IN WITNESS WHEREOF, the parties hereto have caused this Forbearance
Agreement to be executed by their respective officers thereunto duly authorized,
as of the date first written above.
TRENWICK GROUP LTD .,
in its capacity as a Guarantor and Pledgor
By /s/ W. Marston Becker
------------------------------------------
Name: W. Marston Becker
Title: Acting Chairman &
Acting Chief Executive Officer
TRENWICK AMERICA CORPORATION,
in its
_____________
dt 1020212
;
|
JPMorgan Chase
As referenced in this Forbearance Agreement:
JPMORGAN CHASE BANK, – TRENWICK AMERICA CORPORATION ("Trenwick America"), TRENWICK
HOLDINGS LIMITED (the "Account Party"), the lending institutions party to the
Credit Agreement referred to below (each a "Bank," and collectively, the
"Banks"), and JPMORGAN CHASE BANK, as Administrative Agent (in such capacity,
the "Administrative Agent"), the Guarantors and Pledgors. All capitalized terms
used herein and not otherwise defined herein shall have the meaning provided
such
_____________
dt 1018017
;
White & Case
As referenced in this Forbearance Agreement:
White & Case – are subject to the receipt by the
Administrative Agent of the following:
(a) this Forbearance Agreement duly executed by each Credit Party
and the Required Banks;
(b) the Agreement between White & Case LLP ("White & Case") and
Holdings, dated as of October 29, 2002 with respect to the retention of
Elliston, LLC and Elliston (UK) Ltd., (collectively "Elliston") duly executed by
White & Case
_____________
"White & Case" – the receipt by the
Administrative Agent of the following:
(a) this Forbearance Agreement duly executed by each Credit Party
and the Required Banks;
(b) the Agreement between White & Case LLP ("White & Case" ) and
Holdings, dated as of October 29, 2002 with respect to the retention of
Elliston, LLC and Elliston (UK) Ltd., (collectively "Elliston") duly executed by
White & Case and Holdings
_____________
White & Case – White & Case LLP ("White & Case") and
Holdings, dated as of October 29, 2002 with respect to the retention of
Elliston, LLC and Elliston (UK) Ltd., (collectively "Elliston") duly executed by
White & Case and Holdings and Holdings having delivered to Elliston the retainer
agreed to by Holdings in the amount of $150,000 (such agreement, the "Elliston
Retention Agreement"); and
(c) the Agreement
_____________
White & Case – Holdings and Holdings having delivered to Elliston the retainer
agreed to by Holdings in the amount of $150,000 (such agreement, the "Elliston
Retention Agreement"); and
(c) the Agreement between White & Case and Holdings, dated as of
October 29, 2002, for the retention of White & Case duly executed by White &
Case and Holdings and Holdings having delivered to White & Case the retainer
_____________
White & Case – the amount of $150,000 (such agreement, the "Elliston
Retention Agreement"); and
(c) the Agreement between White & Case and Holdings, dated as of
October 29, 2002, for the retention of White & Case duly executed by White &
Case and Holdings and Holdings having delivered to White & Case the retainer
agreed to by Holdings in the amount of $150,000 (such agreement, the "W&
_____________
dt 999687
|
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| 2002 |
Forbearance Agreement
Forbearance Agreement (35K)
Doc #1083988: Click preview link for longer preview.
FORBEARANCE AGREEMENT, dated as of November 11, 2002 (this "Forbearance
Agreement"), among TRENWICK AMERICA CORPORATION ("Trenwick America"), TRENWICK
HOLDINGS LIMITED (the "Account Party"), the lending institutions party to the
Credit Agreement referred to below (each a "Bank," and collectively, the
"Banks"), and JPMORGAN CHASE BANK, as Administrative Agent (in such capacity,
the "Administrative Agent"), the Guarantors and Pledgors. All capitalized terms
used herein and not otherwise defined herein shall have the meaning . . .
1083988
|
LaSalle
As referenced in this Forbearance Agreement:
LaSalle Re Holdings Limited – permit any of
its Subsidiaries to, pay, distribute by way of dividend or otherwise, loan,
advance, disburse, pledge or hypothecate any cash, cash equivalents or
securities (the "LaSalle Collateral") of LaSalle Re Holdings Limited ("LaSalle
Holdings") or LaSalle Re Limited ("LaSalle Re" and, together with LaSalle
Holdings, the "LaSalle Entities") (including, but is not limited to, any
proceeds (the "Endurance Proceeds") received, or
_____________
LASALLE RE HOLDINGS LIMITED, – David Finkelstein
----------------------------------------
Name: David Finkelstein
Title: Vice President & Treasurer
TRENWICK HOLDINGS LIMITED,
in its capacity as the Account Party
By /s/ Alan L. Hunte
----------------------------------------
Name: Alan L. Hunte
Title: Director
LASALLE RE HOLDINGS LIMITED,
in its capacity as a Guarantor and Pledgor
By /s/ John V. Del Col
----------------------------------------
Name: John V. Del Col
Title: Director
NAME OF BANK:
By /s/
----------------------------------------
Name:
Title:
<
_____________
dt 1515718
;
Trenwick Group
As referenced in this Forbearance Agreement:
Trenwick Group Ltd – as of November
24, 1999 and Amended and Restated as of September 27, 2000 (as amended, modified
and supplemented to, but not including, the date hereof, the "Credit
Agreement");
WHEREAS, Trenwick Group Ltd . ("Holdings") and the Administrative Agent are
parties to the Holdings Guaranty, dated as of September 27, 2000 (as amended,
modified and supplemented to, but not including, the date hereof,
_____________
TRENWICK GROUP LTD – 10
IN WITNESS WHEREOF, the parties hereto have caused this Forbearance
Agreement to be executed by their respective officers thereunto duly authorized,
as of the date first written above.
TRENWICK GROUP LTD .,
in its capacity as a Guarantor and Pledgor
By /s/ W. Marston Becker
----------------------------------------
Name: W. Marston Becker
Title: Acting Chairman &
Acting Chief Executive Officer
TRENWICK AMERICA CORPORATION,
in its
_____________
dt 1317578
;
|
JPMorgan Chase
As referenced in this Forbearance Agreement:
JPMORGAN CHASE BANK, – TRENWICK AMERICA CORPORATION ("Trenwick America"), TRENWICK
HOLDINGS LIMITED (the "Account Party"), the lending institutions party to the
Credit Agreement referred to below (each a "Bank," and collectively, the
"Banks"), and JPMORGAN CHASE BANK, as Administrative Agent (in such capacity,
the "Administrative Agent"), the Guarantors and Pledgors. All capitalized terms
used herein and not otherwise defined herein shall have the meaning provided
such
_____________
dt 1406287
|
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| 2002 |
Forbearance Agreement
Forbearance Agreement (35K)
Doc #1083990: Click preview link for longer preview.
FORBEARANCE AGREEMENT, dated as of November 11, 2002 (this "Forbearance
Agreement"), among TRENWICK AMERICA CORPORATION ("Trenwick America"), TRENWICK
HOLDINGS LIMITED (the "Account Party"), the lending institutions party to the
Credit Agreement referred to below (each a "Bank," and collectively, the
"Banks"), and JPMORGAN CHASE BANK, as Administrative Agent (in such capacity,
the "Administrative Agent"), the Guarantors and Pledgors. All capitalized terms
used herein and not otherwise defined herein shall have the meaning . . .
1083990
|
LaSalle
As referenced in this Forbearance Agreement:
LaSalle Re Holdings Limited – permit any
of its Subsidiaries to, pay, distribute by way of dividend or otherwise, loan,
advance, disburse, pledge or hypothecate any cash, cash equivalents or
securities (the "LaSalle Collateral") of LaSalle Re Holdings Limited ("LaSalle
Holdings") or LaSalle Re Limited ("LaSalle Re" and, together with LaSalle
Holdings, the "LaSalle Entities") (including, but is not limited to, any
proceeds (the "Endurance Proceeds") received, or
_____________
LASALLE RE HOLDINGS LIMITED, – David Finkelstein
------------------------------------------
Name: David Finkelstein
Title: Vice President & Treasurer
TRENWICK HOLDINGS LIMITED,
in its capacity as the Account Party
By /s/ Alan L. Hunte
------------------------------------------
Name: Alan L. Hunte
Title: Director
LASALLE RE HOLDINGS LIMITED,
in its capacity as a Guarantor and Pledgor
By /s/ John V. Del Col
------------------------------------------
Name: John V. Del Col
Title: Director
NAME OF BANK:
By /s/
-------------------------------------------
Name:
Title:
<
_____________
dt 1515719
;
Trenwick Group
As referenced in this Forbearance Agreement:
Trenwick Group Ltd – as of November
24, 1999 and Amended and Restated as of September 27, 2000 (as amended, modified
and supplemented to, but not including, the date hereof, the "Credit
Agreement");
WHEREAS, Trenwick Group Ltd . ("Holdings") and the Administrative Agent are
parties to the Holdings Guaranty, dated as of September 27, 2000 (as amended,
modified and supplemented to, but not including, the date hereof,
_____________
TRENWICK GROUP LTD – 10
IN WITNESS WHEREOF, the parties hereto have caused this Forbearance
Agreement to be executed by their respective officers thereunto duly authorized,
as of the date first written above.
TRENWICK GROUP LTD .,
in its capacity as a Guarantor and Pledgor
By /s/ W. Marston Becker
------------------------------------------
Name: W. Marston Becker
Title: Acting Chairman &
Acting Chief Executive Officer
TRENWICK AMERICA CORPORATION,
in its
_____________
dt 1317579
;
|
JPMorgan Chase
As referenced in this Forbearance Agreement:
JPMORGAN CHASE BANK, – TRENWICK AMERICA CORPORATION ("Trenwick America"), TRENWICK
HOLDINGS LIMITED (the "Account Party"), the lending institutions party to the
Credit Agreement referred to below (each a "Bank," and collectively, the
"Banks"), and JPMORGAN CHASE BANK, as Administrative Agent (in such capacity,
the "Administrative Agent"), the Guarantors and Pledgors. All capitalized terms
used herein and not otherwise defined herein shall have the meaning provided
such
_____________
dt 1406288
|
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| 2003 |
Initial Monthly Operating Report
Initial Monthly Operating Report (35K)
Doc #396684: Click preview link for longer preview.
9-8-03 Report
IN THE UNITED STATES BANKRUPTCY COURT
FOR THE DISTRICT OF DELAWARE
--------------------------------
In re : Chapter 11 Case Nos.
TRENWICK AMERICA : 03-12635 (MFW) through
CORPORATION, et al., : 03-12637 (MFW)
Debtors. : (Jointly Administered)
--------------------------------
INITIAL MONTHLY OPERATING REPORT
File report and attachments with Court and submit copy to United
States Trustee within 15 days after order for relief. Certificates of insurance
must name United States Trustee as a part to be notified in the event of policy
cancellation. Bank accounts and checks must bear the name of the debtor, the
case number, and the designation "Debtor in Possession." Examples of acceptable
evidence of Debtor in Possession Bank accounts include voided checks, copy of
bank deposit agreement/certificate of authority, signature card, and/or
corporate checking resolution.
--------------------------------------------------------------------------------
REQUIRED DOCUMENTS Document Explanation
--------------------------------------------------------------------------------
Attached Attached
12-Month Cash Flow Projection (Form IR-1) X
--------------------------------------------------------------------------------
Certificates of Insurance
--------------------------------------------------------------------------------
Workers Compensation X
--------------------------------------------------------------------------------
Property
--------------------------------------------------------------------------------
General Liability
--------------------------------------------------------------------------------
Vehicle X
--------------------------------------------------------------------------------
Other: General Commercial Liability X
--------------------------------------------------------------------------------
Evidence of Debtor in Possession Bank Accounts
--------------------------------------------------------------------------------
Tax Escrow Account
--------------------------------------------------------------------------------
General Operating Account
--------------------------------------------------------------------------------
Other: Trenwick America Corporation
--------------------------------------------------------------------------------
List of Debtor in Possession Bank Accounts X
--------------------------------------------------------------------------------
Other: Trenwick America Corporation
--------------------------------------------------------------------------------
List of Debtor in Possession Bank Accounts X
--------------------------------------------------------------------------------
I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and
the documents attached are true and correct to the best of my knowledge and
belief.
/s/ Alan L. Hunte September 8, 2003
------------------------------------------------- --------------------
Signature of Debtor, Trenwick America Corporation Date
By: Alan L. Hunte, Authorized Individual*
Title: Executive Vice President and
Chief Financial Officer
/s/ Alan L. Hunte September 8, 2003
------------------------------------------------- --------------------
Signature of Joint Debtor, Trenwick Group Ltd. Date
By: Alan L. Hunte, Authorized Individual*
Title: Chief Financial Officer
/s/ Alan L. Hunte September 8, 2003
------------------------------------------------- --------------------
Signature of Debtor, LaSalle Re Holding Limited Date
By: Alan L. Hunte, Authorized Individual
Title: President
* Authorized individual must be an officer, director or shareholder if
debtor is a corporation; a partner if debtor is a partnership; a manager
or member if debtor is a limited liability company.
396684
| |
Trenwick Group
As referenced in this Initial Monthly Operating Report:
Trenwick Group Ltd – Debtor, Trenwick America Corporation Date
By: Alan L. Hunte, Authorized Individual*
Title: Executive Vice President and
Chief Financial Officer
/s/ Alan L. Hunte September 8, 2003
------------------------------------------------- --------------------
Signature of Joint Debtor, Trenwick Group Ltd . Date
By: Alan L. Hunte, Authorized Individual*
Title: Chief Financial Officer
/s/ Alan L. Hunte September 8, 2003
------------------------------------------------- --------------------
Signature of Debtor, LaSalle Re Holding Limited Date
By: Alan L.
_____________
Trenwick Group Ltd – when company emerges from bankruptcy and they receive a $1
million success fee
** Assumes company emerges from Bankruptcy in February 2003
{PAGE}
Exhibit 99.1
TGL Cash Flow
Business Unit: Trenwick Group Ltd .
Cash Flow Projections for the 12 Month Period: September 2003 through
August 2004
{TABLE}
{CAPTION}
Month Month Month Month Month Month Month
September October November December January February March
--------- ------- -------- -------- ------- -------- -----
{
_____________
dt 1020163
|
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| 2003 |
Letter Agreement
Letter Agreement (4K)
Doc #277015: Click preview link for longer preview.
[LETTERHEAD OF TRENWICK GROUP LTD.]
LETTER AGREEMENT
This Letter Agreement, dated as of December 10, 2002, confirms the agreement of
the parties to the matters set forth below.
WHEREAS, as a condition to LaSalle Re Limited ("LaSalle Re") accepting the
capital contribution of the stock of Oak Dedicated Limited, Oak Dedicated Two
Limited and Oak Dedicated Three Limited (collectively, the "Oak Entities") and
agreeing to fund certain obligations of the Oak Entities so that they come into
line under Lloyd's . . .
277015
|
LaSalle
As referenced in this Letter Agreement:
LaSalle Re Holdings – agreed to forgive all outstanding indebtedness owed to Trenwick
by the Oak Entities;
WHEREAS, the common shares of each of LaSalle Re and LaSalle Re Holdings Limited
("LaSalle Holdings") have been pledged to collateralize the underlying
obligations owed to certain banks with respect to outstanding letters of credit
issued
_____________
LASALLE RE HOLDINGS – truly yours,
TRENWICK GROUP LTD.
By: /s/ Alan L. Hunte
------------------------------
Title: Executive Vice President & CFO
------------------------------
ACCEPTED AND AGREED
As of the date hereof:
LASALLE RE HOLDINGS LIMITED LASALLE RE LIMITED
By: /s/ Alan L. Hunte By: /s/ Alan L. Hunte
------------------------------ -------------------------------
Title: Executive Vice President & CFO Title: Executive Vice President &
_____________
dt 219233
;
|
Trenwick Group
As referenced in this Letter Agreement:
TRENWICK GROUP – EX-99.10
{SEQUENCE}12
{FILENAME}d54492_ex99-10.txt
{DESCRIPTION}AGREEMENT, DATED AS OF DECEMBER 10, 2002
{TEXT}
EXHIBIT 99.10
[LETTERHEAD OF TRENWICK GROUP LTD.]
LETTER AGREEMENT
This Letter Agreement, dated as of December 10, 2002, confirms the agreement of
the parties to the matters set forth
_____________
Trenwick Group – agreeing to fund certain obligations of the Oak Entities so that they come into
line under Lloyd's requirements for the 2003 year, Trenwick Group Ltd.
("Trenwick") has agreed to forgive all outstanding indebtedness owed to Trenwick
by the Oak Entities;
WHEREAS, the common shares of each of
_____________
TRENWICK GROUP – confirm your agreement to the foregoing by signing the enclosed
counterpart of this Letter Agreement and returning it to us.
Very truly yours,
TRENWICK GROUP LTD.
By: /s/ Alan L. Hunte
------------------------------
Title: Executive Vice President & CFO
------------------------------
ACCEPTED AND AGREED
As of the date hereof:
LASALLE RE HOLDINGS LIMITED
_____________
dt 200819
|
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| 2003 |
Letter Agreement
Letter Agreement (4K)
Doc #396719: Click preview link for longer preview.
[LETTERHEAD OF TRENWICK GROUP LTD.]
LETTER AGREEMENT
This Letter Agreement, dated as of December 10, 2002, confirms the agreement of
the parties to the matters set forth below.
WHEREAS, as a condition to LaSalle Re Limited ("LaSalle Re") accepting the
capital contribution of the stock of Oak Dedicated Limited, Oak Dedicated Two
Limited and Oak Dedicated Three Limited (collectively, the "Oak Entities") and
agreeing to fund certain obligations of the Oak Entities so that they come into
line under Lloyd's . . .
396719
|
LaSalle
As referenced in this Letter Agreement:
LaSalle Re Holdings Limited
– 2003 year, Trenwick Group Ltd.
("Trenwick") has agreed to forgive all outstanding indebtedness owed to Trenwick
by the Oak Entities;
WHEREAS, the common shares of each of LaSalle Re and LaSalle Re Holdings Limited
("LaSalle Holdings") have been pledged to collateralize the underlying
obligations owed to certain banks with respect to outstanding letters of credit
issued in support of the operations of Lloyd'
_____________
LASALLE RE HOLDINGS LIMITED – Agreement and returning it to us.
Very truly yours,
TRENWICK GROUP LTD.
By: /s/ Alan L. Hunte
------------------------------
Title: Executive Vice President & CFO
------------------------------
ACCEPTED AND AGREED
As of the date hereof:
LASALLE RE HOLDINGS LIMITED LASALLE RE LIMITED
By: /s/ Alan L. Hunte By: /s/ Alan L. Hunte
------------------------------ -------------------------------
Title: Executive Vice President & CFO Title: Executive Vice President & CFO
------------------------------ -------------------------------
2
{/TEXT}
{/DOCUMENT}
_____________
dt 1515697
;
|
Trenwick Group
As referenced in this Letter Agreement:
TRENWICK GROUP LTD – {DOCUMENT}
{TYPE}EX-99.10
{SEQUENCE}12
{FILENAME}d54493_ex99-10.txt
{DESCRIPTION}AGREEMENT, DATED AS OF DECEMBER 10, 2002
{TEXT}
EXHIBIT 99.10
[LETTERHEAD OF TRENWICK GROUP LTD .]
LETTER AGREEMENT
This Letter Agreement, dated as of December 10, 2002, confirms the agreement of
the parties to the matters set forth below.
WHEREAS, as a condition to LaSalle
_____________
Trenwick Group Ltd – Three Limited (collectively, the "Oak Entities") and
agreeing to fund certain obligations of the Oak Entities so that they come into
line under Lloyd's requirements for the 2003 year, Trenwick Group Ltd .
("Trenwick") has agreed to forgive all outstanding indebtedness owed to Trenwick
by the Oak Entities;
WHEREAS, the common shares of each of LaSalle Re and LaSalle Re Holdings Limited
("
_____________
TRENWICK GROUP LTD – of the State of New York
Please confirm your agreement to the foregoing by signing the enclosed
counterpart of this Letter Agreement and returning it to us.
Very truly yours,
TRENWICK GROUP LTD .
By: /s/ Alan L. Hunte
------------------------------
Title: Executive Vice President & CFO
------------------------------
ACCEPTED AND AGREED
As of the date hereof:
LASALLE RE HOLDINGS LIMITED LASALLE RE LIMITED
By: /s/ Alan L.
_____________
dt 1020200
|
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| 2003 |
Letter Agreement
Letter Agreement (4K)
Doc #721860: Click preview link for longer preview.
[LETTERHEAD OF TRENWICK GROUP LTD.]
LETTER AGREEMENT
This Letter Agreement, dated as of December 10, 2002, confirms the agreement of
the parties to the matters set forth below.
WHEREAS, as a condition to LaSalle Re Limited ("LaSalle Re") accepting the
capital contribution of the stock of Oak Dedicated Limited, Oak Dedicated Two
Limited and Oak Dedicated Three Limited (collectively, the "Oak Entities") and
agreeing to fund certain obligations of the Oak Entities so that they come into
line under Lloyd's . . .
721860
|
LaSalle
As referenced in this Letter Agreement:
LaSalle Re Holdings Limited
– 2003 year, Trenwick Group Ltd.
("Trenwick") has agreed to forgive all outstanding indebtedness owed to Trenwick
by the Oak Entities;
WHEREAS, the common shares of each of LaSalle Re and LaSalle Re Holdings Limited
("LaSalle Holdings") have been pledged to collateralize the underlying
obligations owed to certain banks with respect to outstanding letters of credit
issued in support of the operations of Lloyd'
_____________
LASALLE RE HOLDINGS LIMITED – Agreement and returning it to us.
Very truly yours,
TRENWICK GROUP LTD.
By: /s/ Alan L. Hunte
------------------------------
Title: Executive Vice President & CFO
------------------------------
ACCEPTED AND AGREED
As of the date hereof:
LASALLE RE HOLDINGS LIMITED LASALLE RE LIMITED
By: /s/ Alan L. Hunte By: /s/ Alan L. Hunte
------------------------------ -------------------------------
Title: Executive Vice President & CFO Title: Executive Vice President & CFO
------------------------------ -------------------------------
2
{/TEXT}
{/DOCUMENT}
_____________
dt 1515715
;
|
Trenwick Group
As referenced in this Letter Agreement:
TRENWICK GROUP LTD – {DOCUMENT}
{TYPE}EX-99.10
{SEQUENCE}12
{FILENAME}d54491_ex99-10.txt
{DESCRIPTION}AGREEMENT, DATED AS OF DECEMBER 10, 2002
{TEXT}
EXHIBIT 99.10
[LETTERHEAD OF TRENWICK GROUP LTD .]
LETTER AGREEMENT
This Letter Agreement, dated as of December 10, 2002, confirms the agreement of
the parties to the matters set forth below.
WHEREAS, as a condition to LaSalle
_____________
Trenwick Group Ltd – Three Limited (collectively, the "Oak Entities") and
agreeing to fund certain obligations of the Oak Entities so that they come into
line under Lloyd's requirements for the 2003 year, Trenwick Group Ltd .
("Trenwick") has agreed to forgive all outstanding indebtedness owed to Trenwick
by the Oak Entities;
WHEREAS, the common shares of each of LaSalle Re and LaSalle Re Holdings Limited
("
_____________
TRENWICK GROUP LTD – of the State of New York
Please confirm your agreement to the foregoing by signing the enclosed
counterpart of this Letter Agreement and returning it to us.
Very truly yours,
TRENWICK GROUP LTD .
By: /s/ Alan L. Hunte
------------------------------
Title: Executive Vice President & CFO
------------------------------
ACCEPTED AND AGREED
As of the date hereof:
LASALLE RE HOLDINGS LIMITED LASALLE RE LIMITED
By: /s/ Alan L.
_____________
dt 1317575
|
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Letter of Intent
Letter of Intent (57K)
Doc #276984: Click preview link for longer preview.
Letter of Intent
August 6, 2003
Ladies and Gentlemen:
This letter sets forth the understanding among the Trenwick
Companies, the Steering Committee of the LoC Banks, the Noteholders (all as
identified on Exhibit A hereto), Magicsunny Limited, number 4818520, (a new
holding company wholly-owned by (i) current members of management (the "MBO
Team") of certain UK subsidiaries of Trenwick Group Ltd. ("TGL") and (ii)
private equity investors that is expected to be renamed Talisman Holdings
Limited ("Magicsunny")) and the MBO Team with respect to a contemplated
transaction (the "Proposed Transaction") involving, among other things, the sale
of certain assets and businesses (the "Lloyd's Businesses") of TGL to
Magicsunny, and the sale of and/or run-off of certain other assets and
businesses and the distribution of the proceeds of all of the foregoing.
1. The Proposed Transaction. Subject to the satisfaction of the
conditions described in paragraph 2 below, the Proposed Transaction will have
the principal terms and conditions set forth on Exhibit B hereto (the "Term
Sheet").
2. Conditions. The Proposed Transaction is subject to, but not
limited to, the following conditions: (i) satisfactory completion by Englefield
Capital LLP ("Englefield") of legal, financial and operational due diligence on
the Lloyd's Businesses; (ii) approval of the Proposed Transaction by the LoC
Banks (as defined in the Term Sheet); (iii) negotiation of definitive
documentation (the "Definitive Documentation") providing for the Proposed
Transaction in form and substance mutually acceptable to the parties hereto;
(iv) approval of the Proposed Transaction by the boards of directors of TGL and
the appropriate Trenwick Companies, or their successors, and all of the LoC
Banks; (v) receipt of all requisite regulatory approvals and approval of
Lloyd's; and (vi) receipt of any requisite approvals of any court having
jurisdiction over any Trenwick Company insolvency or bankruptcy proceeding.
3. No-Solicitation. From the date of this letter until December 15,
2003 (such date and time, the "Expiration Time"), the Trenwick Companies will
not, and will cause all of their controlled affiliates and representatives not
to, initiate, solicit or accept any offer from any person regarding the
acquisition of the Lloyd's Businesses or all or substantially all of TGL's
assets (whether by merger, combination, reorganization or other form of
transaction (an "Offer"); provided however, that the respective boards of
directors of the Trenwick Companies may consider, review and accept an
unsolicited Offer for the Lloyd's Businesses or substantially all of the assets
of TGL if such action is necessary in order for such boards to fulfill their
fiduciary duties following consultation with legal counsel.
{PAGE}
4. Cost Reimbursement. As set forth in the Term Sheet, if the
Proposed Transaction does not close and such failure to close is not caused by
Magicsunny and/or Englefield Capital (or any of their representatives, agents or
assigns), TMAL will pay Magicsunny an amount equal to Magicsunny's reasonable
fees and expenses in connection with the Proposed Transaction, including
application fees, up to an aggregate amount of $1.5 million (including any VAT
if applicable) upon TMAL's receipt of evidence of such fees and expenses
reasonably satisfactory to TMAL. This paragraph shall survive the termination
provisions in paragraph 8 below.
5. Public Filing of Letter of Intent and Term Sheet . The parties
hereby acknowledge that the Letter of Intent and the Term Sheet will be filed
with the Securities and Exchange Commission and other appropriate regulatory
bodies shortly after the execution of same and will be filed with the court or
courts having jurisdiction over any bankruptcy or insolvency proceedings of any
of the Trenwick Companies.
6. Press Release. Promptly after the execution and delivery of this
letter by the parties hereto, the parties may issue press releases,
substantially in the form attached hereto as Exhibits C and D. Thereafter,
except as may be required by applicable law (including the United States
Bankruptcy Code) or securities exchange rules or regulations, no party shall,
and each party shall cause their respective affiliates and representatives not
to, issue or cause the publication of any press release or other announcement
with respect to the Proposed Transaction without the consent of the parties
hereto.
7. Governing Law. This letter shall be governed by and construed in
accordance with the laws of the State of New York without giving effect to the
conflicts of law rules thereof.
8. Termination. Unless otherwise agreed by the parties in writing,
this letter shall terminate (other than paragraph 4 of this letter, which shall
survive such termination) on the earlier of (i) the date that the Definitive
Documentation has been executed and (ii) the Expiration Time.
9. Non-Binding Letter. This letter merely constitutes our current
understanding of the Proposed Transaction and, except as set forth in the last
sentence of this paragraph, shall not be binding upon the parties, nor shall it
impose any obligations on the parties. Except as set forth in the last sentence
of this paragraph or as set forth in the Term Sheet, no binding obligation with
respect to the Proposed Transaction will result unless the Definitive
Documentation is executed and delivered by the parties. Notwithstanding the
foregoing, paragraphs 3 through 7 and this paragraph constitute the legal, valid
and binding obligations of the parties to the extent set forth in such
paragraphs.
10. Acknowledgment of Bankruptcy and Insolvency Proceedings and
Agreement to Cooperate. The parties hereto acknowledge that Trenwick America
Corporation ("TAC"), TGL and LaSalle Re Holdings Limited ("LSH") will file for
relief under chapter 11 of the United States Bankruptcy Code and TGL and LSH
will petition
2
{PAGE}
for relief pursuant to section 161 of the Companies Act 1981 in the Supreme
Court of Bermuda and will apply for the appointment of Joint Provisional
276984
|
LaSalle
As referenced in this Letter of Intent:
LaSalle Re Holdings – paragraphs.
10. Acknowledgment of Bankruptcy and Insolvency Proceedings and
Agreement to Cooperate. The parties hereto acknowledge that Trenwick America
Corporation ("TAC"), TGL and LaSalle Re Holdings Limited ("LSH") will file for
relief under chapter 11 of the United States Bankruptcy Code and TGL and LSH
will petition
2
{PAGE}
_____________
LaSalle Re
Holdings – from any other sources contemplated in
this term sheet including, but not limited to, reductions in
connection with distributions from LaSalle Re and LaSalle Re
Holdings Limited ("LSH") and Trenwick's US operations.
Syndicate expenses will bear a (pound)700,000 charge in respect of
the MBO Team's
_____________
LaSalle Re Holdings – claims and/or cash collateralize the LoCs until the
LoCs have expired and the LoC Banks' claim has been satisfied
in full.
2. LaSalle Re Holdings Ltd. ("LSH")
o Run-off management of LaSalle Re to be determined by TGL and
shall be reasonably satisfactory to the LoC Banks.
_____________
dt 219227
;
Royal Bank
As referenced in this Letter of Intent:
ROYAL BANK OF SCOTLAND PLC
– the enclosed
copy of this letter.
JP MORGAN CHASE BANK
By: /s/ Thomas R. Dinneen
--------------------------------------
Name: Thomas R. Dinneen
Title: Managing Director
THE ROYAL BANK OF SCOTLAND PLC
By: /s/ Peter Ballard
--------------------------------------
Name: Peter Ballard
Title: Head of Corporate Restructuring
ING BANK N.V., LONDON BRANCH
By: /s/ M. Sharman /
_____________
Royal Bank of Scotland plc
– Group Ltd.
LaSalle Re Limited
Trenwick America Corporation
Trenwick Managing Agents Limited
Steering Committee of the LoC Banks
JP Morgan Chase Bank
The Royal Bank of Scotland plc
ING Bank N.V., London Branch
The Noteholders
J.C. Waterfall, in his individual capacity
Phoenix Partners, L.P.
Phaeton International (BVI),
_____________
dt 225547
;
TOTAL
As referenced in this Letter of Intent:
total s – satisfactory to the Renewing LoC Banks and
Magicsunny.
o Additional capacity, currently estimated at (pound)50m, will be
raised from third parties sufficient to provide, in conjunction with
Magicsunny, a total s tamp capacity of (pound)250m. To the extent
that Magicsunny agrees to a reduction in the Renewing LoC Banks'
underwriting commitment for 2004-2006, or the RBC ratio is lowered,
_____________
Total
{S – margin of the fixed annual run-off fee, based
on the current estimate of the run-off expenses, is as follows:
{TABLE}
{CAPTION}
Calendar Year 2003 2004 2005 2006 2007 Total
{S } {C} {C} {C} {C} {C} {C}
Estimated expenses ((pound)m) 12.7 9.0 5.3 2.7 2.4 32.1
Run-off fee ((pound)m) 2.0
_____________
dt 1394378
;
|
Trenwick Group
As referenced in this Letter of Intent:
Trenwick Group – Limited, number 4818520, (a new
holding company wholly-owned by (i) current members of management (the "MBO
Team") of certain UK subsidiaries of Trenwick Group Ltd. ("TGL") and (ii)
private equity investors that is expected to be renamed Talisman Holdings
Limited ("Magicsunny")) and the MBO Team with respect
_____________
TRENWICK GROUP – correctly sets forth our understanding, please so
acknowledge by signing in the space indicated below and returning the enclosed
copy of this letter.
TRENWICK GROUP LTD.
By: /s/ W. M. Becker
---------------------------------
Name: W. M. Becker
Title: Acting Chairman and Chief
Executive Officer
LASALLE RE LIMITED
By: /s/ Alan
_____________
Trenwick Group – in his individual capacity
/s/ James Giordano
--------------------------
ROBERT LAW,
in his individual capacity
/s/ R. D. Law
--------------------------
8
{PAGE}
Exhibit A
Trenwick Companies
Trenwick Group Ltd.
LaSalle Re Limited
Trenwick America Corporation
Trenwick Managing Agents Limited
Steering Committee of the LoC Banks
JP Morgan Chase Bank
The Royal
_____________
Trenwick Group – in his individual capacity
9
{PAGE}
CONFIDENTIAL
Summary of Terms and Conditions of Proposed (The "Term Sheet")
Chapter 11 Plan and Restructuring for
Trenwick Group Limited ("Trenwick" or "TGL") and its Subsidiaries (collectively,
the "Company")
August 6, 2003
This document is for discussion purposes only and is not
_____________
Trenwick Group. – be acquired by Magicsunny under this agreement, will be
responsible for any restructuring costs incurred by the LoC Banks,
the Senior Noteholders or Trenwick Group. To the extent allowed by
applicable law, all legal and other costs of the LoC Banks,
estimated to be $2.5m and
_____________
dt 200792
|
Preview
Full Doc
| 2003 |
Letter of Intent
Letter of Intent (57K)
Doc #396691: Click preview link for longer preview.
Letter of Intent
August 6, 2003
Ladies and Gentlemen:
This letter sets forth the understanding among the Trenwick
Companies, the Steering Committee of the LoC Banks, the Noteholders (all as
identified on Exhibit A hereto), Magicsunny Limited, number 4818520, (a new
holding company wholly-owned by (i) current members of management (the "MBO
Team") of certain UK subsidiaries of Trenwick Group Ltd. ("TGL") and (ii)
private equity investors that is expected to be renamed Talisman . . .
396691
|
LaSalle
As referenced in this Letter of Intent:
LaSalle Re Holdings Limited – to the extent set forth in such
paragraphs.
10. Acknowledgment of Bankruptcy and Insolvency Proceedings and
Agreement to Cooperate. The parties hereto acknowledge that Trenwick America
Corporation ("TAC"), TGL and LaSalle Re Holdings Limited ("LSH") will file for
relief under chapter 11 of the United States Bankruptcy Code and TGL and LSH
will petition
2
{PAGE}
for relief pursuant to section 161 of
_____________
LaSalle Re
Holdings Limited – of any
tax losses or any reduction from any other sources contemplated in
this term sheet including, but not limited to, reductions in
connection with distributions from LaSalle Re and LaSalle Re
Holdings Limited ("LSH") and Trenwick's US operations.
Syndicate expenses will bear a (pound)700,000 charge in respect of
the MBO Team's bonus arrangements for the 2003 YOA. For
_____________
LaSalle Re Holdings Ltd – extent applicable, reduce the
LoC Bank's claims and/or cash collateralize the LoCs until the
LoCs have expired and the LoC Banks' claim has been satisfied
in full.
2. LaSalle Re Holdings Ltd . ("LSH")
o Run-off management of LaSalle Re to be determined by TGL and
shall be reasonably satisfactory to the LoC Banks. Oaks 1-4 to
be managed and
_____________
dt 1515679
;
Royal Bank
As referenced in this Letter of Intent:
ROYAL BANK OF SCOTLAND PLC
– in the space indicated below and returning the enclosed
copy of this letter.
JP MORGAN CHASE BANK
By: /s/ Thomas R. Dinneen
--------------------------------------
Name: Thomas R. Dinneen
Title: Managing Director
THE ROYAL BANK OF SCOTLAND PLC
By: /s/ Peter Ballard
--------------------------------------
Name: Peter Ballard
Title: Head of Corporate Restructuring
ING BANK N.V., LONDON BRANCH
By: /s/ M. Sharman /s/ P. Galpin
----------------------------------------------
Name: M. Sharman P.
_____________
Royal Bank of Scotland plc
– 8
{PAGE}
Exhibit A
Trenwick Companies
Trenwick Group Ltd.
LaSalle Re Limited
Trenwick America Corporation
Trenwick Managing Agents Limited
Steering Committee of the LoC Banks
JP Morgan Chase Bank
The Royal Bank of Scotland plc
ING Bank N.V., London Branch
The Noteholders
J.C. Waterfall, in his individual capacity
Phoenix Partners, L.P.
Phaeton International (BVI), Ltd.
Arch Aplin, in his individual capacity
_____________
dt 1019269
;
|
TOTAL
As referenced in this Letter of Intent:
total s – satisfactory to the Renewing LoC Banks and
Magicsunny.
o Additional capacity, currently estimated at (pound)50m, will be
raised from third parties sufficient to provide, in conjunction with
Magicsunny, a total s tamp capacity of (pound)250m. To the extent
that Magicsunny agrees to a reduction in the Renewing LoC Banks'
underwriting commitment for 2004-2006, or the RBC ratio is lowered,
_____________
Total
{S – margin of the fixed annual run-off fee, based
on the current estimate of the run-off expenses, is as follows:
{TABLE}
{CAPTION}
Calendar Year 2003 2004 2005 2006 2007 Total
{S } {C} {C} {C} {C} {C} {C}
Estimated expenses ((pound)m) 12.7 9.0 5.3 2.7 2.4 32.1
Run-off fee ((pound)m) 2.0
_____________
dt 1394457
;
Trenwick Group
As referenced in this Letter of Intent:
Trenwick Group Ltd – as
identified on Exhibit A hereto), Magicsunny Limited, number 4818520, (a new
holding company wholly-owned by (i) current members of management (the "MBO
Team") of certain UK subsidiaries of Trenwick Group Ltd . ("TGL") and (ii)
private equity investors that is expected to be renamed Talisman Holdings
Limited ("Magicsunny")) and the MBO Team with respect to a contemplated
transaction (the "Proposed Transaction")
_____________
TRENWICK GROUP LTD – and the same
document.
If this letter correctly sets forth our understanding, please so
acknowledge by signing in the space indicated below and returning the enclosed
copy of this letter.
TRENWICK GROUP LTD .
By: /s/ W. M. Becker
---------------------------------
Name: W. M. Becker
Title: Acting Chairman and Chief
Executive Officer
LASALLE RE LIMITED
By: /s/ Alan L. Hunte
---------------------------------
Name: Alan L. Hunte
Title:
_____________
Trenwick Group Ltd – capacity
/s/ M.C. Watson
--------------------------
JAMES GIORDANO,
in his individual capacity
/s/ James Giordano
--------------------------
ROBERT LAW,
in his individual capacity
/s/ R. D. Law
--------------------------
8
{PAGE}
Exhibit A
Trenwick Companies
Trenwick Group Ltd .
LaSalle Re Limited
Trenwick America Corporation
Trenwick Managing Agents Limited
Steering Committee of the LoC Banks
JP Morgan Chase Bank
The Royal Bank of Scotland plc
ING Bank N.
_____________
Trenwick Group Limited – Giordano, in his individual capacity
Robert Law, in his individual capacity
9
{PAGE}
CONFIDENTIAL
Summary of Terms and Conditions of Proposed (The "Term Sheet")
Chapter 11 Plan and Restructuring for
Trenwick Group Limited ("Trenwick" or "TGL") and its Subsidiaries (collectively,
the "Company")
August 6, 2003
This document is for discussion purposes only and is not an offer subject to
acceptance. There is
_____________
Trenwick Group Ltd – by the Liquidating Trustee
to the holders of the Trust Preferreds. Any residual value will be
distributed to TGL or its successor in interest
19
{PAGE}
C. Bermuda Entities
1. Trenwick Group Ltd . ("TGL")
o TGL will seek the appointment of a provisional liquidator in
Bermuda. Any distributions from TGL will be made to the LoC
Banks to either, or both to
_____________
dt 1020172
|
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Full Doc
| 2003 |
Letter of Intent
Letter of Intent (57K)
Doc #721793: Click preview link for longer preview.
Letter of Intent
August 6, 2003
Ladies and Gentlemen:
This letter sets forth the understanding among the Trenwick
Companies, the Steering Committee of the LoC Banks, the Noteholders (all as
identified on Exhibit A hereto), Magicsunny Limited, number 4818520, (a new
holding company wholly-owned by (i) current members of management (the "MBO
Team") of certain UK subsidiaries of Trenwick Group Ltd. ("TGL") and (ii)
private equity investors that is expected to be renamed Talisman . . .
721793
|
LaSalle
As referenced in this Letter of Intent:
LaSalle Re Holdings Limited – to the extent set forth in such
paragraphs.
10. Acknowledgment of Bankruptcy and Insolvency Proceedings and
Agreement to Cooperate. The parties hereto acknowledge that Trenwick America
Corporation ("TAC"), TGL and LaSalle Re Holdings Limited ("LSH") will file for
relief under chapter 11 of the United States Bankruptcy Code and TGL and LSH
will petition
2
{PAGE}
for relief pursuant to section 161 of
_____________
LaSalle Re
Holdings Limited – of any
tax losses or any reduction from any other sources contemplated in
this term sheet including, but not limited to, reductions in
connection with distributions from LaSalle Re and LaSalle Re
Holdings Limited ("LSH") and Trenwick's US operations.
Syndicate expenses will bear a (pound)700,000 charge in respect of
the MBO Team's bonus arrangements for the 2003 YOA. For
_____________
LaSalle Re Holdings Ltd – extent applicable, reduce the
LoC Bank's claims and/or cash collateralize the LoCs until the
LoCs have expired and the LoC Banks' claim has been satisfied
in full.
2. LaSalle Re Holdings Ltd . ("LSH")
o Run-off management of LaSalle Re to be determined by TGL and
shall be reasonably satisfactory to the LoC Banks. Oaks 1-4 to
be managed and
_____________
dt 1515681
;
Royal Bank
As referenced in this Letter of Intent:
ROYAL BANK OF SCOTLAND PLC
– in the space indicated below and returning the enclosed
copy of this letter.
JP MORGAN CHASE BANK
By: /s/ Thomas R. Dinneen
--------------------------------------
Name: Thomas R. Dinneen
Title: Managing Director
THE ROYAL BANK OF SCOTLAND PLC
By: /s/ Peter Ballard
--------------------------------------
Name: Peter Ballard
Title: Head of Corporate Restructuring
ING BANK N.V., LONDON BRANCH
By: /s/ M. Sharman /s/ P. Galpin
----------------------------------------------
Name: M. Sharman P.
_____________
Royal Bank of Scotland plc
– 8
{PAGE}
Exhibit A
Trenwick Companies
Trenwick Group Ltd.
LaSalle Re Limited
Trenwick America Corporation
Trenwick Managing Agents Limited
Steering Committee of the LoC Banks
JP Morgan Chase Bank
The Royal Bank of Scotland plc
ING Bank N.V., London Branch
The Noteholders
J.C. Waterfall, in his individual capacity
Phoenix Partners, L.P.
Phaeton International (BVI), Ltd.
Arch Aplin, in his individual capacity
_____________
dt 1500195
;
|
TOTAL
As referenced in this Letter of Intent:
total s – satisfactory to the Renewing LoC Banks and
Magicsunny.
o Additional capacity, currently estimated at (pound)50m, will be
raised from third parties sufficient to provide, in conjunction with
Magicsunny, a total s tamp capacity of (pound)250m. To the extent
that Magicsunny agrees to a reduction in the Renewing LoC Banks'
underwriting commitment for 2004-2006, or the RBC ratio is lowered,
_____________
Total
{S – margin of the fixed annual run-off fee, based
on the current estimate of the run-off expenses, is as follows:
{TABLE}
{CAPTION}
Calendar Year 2003 2004 2005 2006 2007 Total
{S } {C} {C} {C} {C} {C} {C}
Estimated expenses ((pound)m) 12.7 9.0 5.3 2.7 2.4 32.1
Run-off fee ((pound)m) 2.0
_____________
dt 1394518
;
Trenwick Group
As referenced in this Letter of Intent:
Trenwick Group Ltd – as
identified on Exhibit A hereto), Magicsunny Limited, number 4818520, (a new
holding company wholly-owned by (i) current members of management (the "MBO
Team") of certain UK subsidiaries of Trenwick Group Ltd . ("TGL") and (ii)
private equity investors that is expected to be renamed Talisman Holdings
Limited ("Magicsunny")) and the MBO Team with respect to a contemplated
transaction (the "Proposed Transaction")
_____________
TRENWICK GROUP LTD – and the same
document.
If this letter correctly sets forth our understanding, please so
acknowledge by signing in the space indicated below and returning the enclosed
copy of this letter.
TRENWICK GROUP LTD .
By: /s/ W. M. Becker
---------------------------------
Name: W. M. Becker
Title: Acting Chairman and Chief
Executive Officer
LASALLE RE LIMITED
By: /s/ Alan L. Hunte
---------------------------------
Name: Alan L. Hunte
Title:
_____________
Trenwick Group Ltd – capacity
/s/ M.C. Watson
--------------------------
JAMES GIORDANO,
in his individual capacity
/s/ James Giordano
--------------------------
ROBERT LAW,
in his individual capacity
/s/ R. D. Law
--------------------------
8
{PAGE}
Exhibit A
Trenwick Companies
Trenwick Group Ltd .
LaSalle Re Limited
Trenwick America Corporation
Trenwick Managing Agents Limited
Steering Committee of the LoC Banks
JP Morgan Chase Bank
The Royal Bank of Scotland plc
ING Bank N.
_____________
Trenwick Group Limited – Giordano, in his individual capacity
Robert Law, in his individual capacity
9
{PAGE}
CONFIDENTIAL
Summary of Terms and Conditions of Proposed (The "Term Sheet")
Chapter 11 Plan and Restructuring for
Trenwick Group Limited ("Trenwick" or "TGL") and its Subsidiaries (collectively,
the "Company")
August 6, 2003
This document is for discussion purposes only and is not an offer subject to
acceptance. There is
_____________
Trenwick Group Ltd – by the Liquidating Trustee
to the holders of the Trust Preferreds. Any residual value will be
distributed to TGL or its successor in interest
19
{PAGE}
C. Bermuda Entities
1. Trenwick Group Ltd . ("TGL")
o TGL will seek the appointment of a provisional liquidator in
Bermuda. Any distributions from TGL will be made to the LoC
Banks to either, or both to
_____________
dt 1317573
|
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Agreement
Agreement (202K)
Doc #396688: Click preview link for longer preview.
DATED 26TH SEPTEMBER 2003
TRENWICK HOLDINGS LIMITED (1)
and
BESTPARK LIMITED (2)
------------------------------
AGREEMENT
for the sale and purchase of
the entire issued share capital of
TRENWICK INTERNATIONAL LIMITED
------------------------------
CLYDE & . . .
396688
|
Barclays Bank
As referenced in this Agreement:
Barclays Bank Plc – the Company belonging to or in
the name of the Company and in the possession of the Vendor and/or
the Employees;
(h) a release in the agreed form from Barclays Bank Plc releasing the
Company from guarantees, charges or other security given to it by
the Company;
(i) the Management Agreement duly executed by the Company;
20
{PAGE}
(j) a copy of
_____________
Barclays Bank Plc – 31 December
11. Auditors: PricewaterhouseCoopers LLP
12. Tax residence: United Kingdom
13. Tax district and reference
number: City Large Business Office 51770 01692
14. VAT registration number: 577653102
15. Charges: Barclays Bank Plc fixed charge created 21
December 1994
38
{PAGE}
Schedule 2
The Warranties
Part A - General
1. Capacity and information
1.1 The Vendor has full power and authority and has
_____________
dt 1402496
;
Fleet National
As referenced in this Agreement:
Fleet
National Bank – subsequently amended and restated
between
1
{PAGE}
Trenwick America Corporation, the
Vendor, such lending institutions,
JP Morgan, Chase Bank (as
administrative agent), Wachovia
Bank, National Association (as
syndication agent) and Fleet
National Bank (as documentation
agent);
"Business Day" a day other than a Saturday or
Sunday or public holiday in
England and Wales;
"CAA" the Capital Allowances Act 2001;
"Company" Trenwick International
_____________
dt 1436486
;
|
NWB
As referenced in this Agreement:
National
Westminster Bank Plc. – until the
date of actual payment (as well after as before judgement) at a rate per
annum of three per cent above the base rate from time to time of National
Westminster Bank Plc. Such interest shall accrue from day to day on the
basis of the actual number of days elapsed and a 365-day year and shall be
payable on demand
_____________
dt 1396635
;
Wachovia Bank
As referenced in this Agreement:
Wachovia
Bank, Na – agreement dated as
of November 24, 1999 as
subsequently amended and restated
between
1
{PAGE}
Trenwick America Corporation, the
Vendor, such lending institutions,
JP Morgan, Chase Bank (as
administrative agent), Wachovia
Bank, Na tional Association (as
syndication agent) and Fleet
National Bank (as documentation
agent);
"Business Day" a day other than a Saturday or
Sunday or public holiday in
England and Wales;
"CAA"
_____________
dt 1386200
|
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Letter Agreement
Letter Agreement (53K)
Doc #396712: Click preview link for longer preview.
{DOCUMENT}
{TYPE}EX-99.3
{SEQUENCE}5
{FILENAME}d54493_ex99-3.txt
{DESCRIPTION}AGREEMENT, DATED JANUARY 28, 2003
{TEXT}
EXHIBIT 99.3
[on Company letterhead]
January 28, 2003
Mr. James F. Billett, Jr.
14 John Applegate Road
Redding, Connecticut 06896
Dear Jim:
This letter agreement (the "Agreement") will confirm our understanding
regarding your separation from Trenwick Group Ltd. (the "Company").
Section 1
Termination Date
The effective date of your separation from all positions and employment
with the Company and the Subsidiaries is January 28, 2003 (your "Termination
Date"). For purposes of this Agreement, the term "Subsidiary" shall mean any
corporation, partnership, joint venture or other entity during any period in
which at least a fifty percent interest in such entity is owned, directly or
indirectly, by the Company (or a successor to the Company).
Section 2
Payments and Benefits
You shall be entitled to compensation, benefits, payments, and
distributions from the Company in accordance with this Section 2.
(a) Prior Salary Amounts. The Company shall pay to you the amount of all
earned and previously unpaid salary for the period ending on your
Termination Date.
(b) Bonus Payment. You shall not be entitled to any bonus payments for the
year ending December 31, 2002 or for any future year.
(c) Medical Benefits. For the period beginning on your Termination Date, your
entitlement to continue medical insurance coverage under the benefit plans
of the Company will be determined in accordance with the provisions of
section 4980B of the Internal Revenue Code and section 601 of the Employee
Retirement Income Security Act (sometimes referred to as "COBRA
coverage"). You shall not be entitled to any other medical, dental or
health insurance coverage under the benefit plans of the Company, or
reimbursement by the Company for any third party medical, dental or health
insurance, for yourself, your surviving spouse or your dependents.
(d) Life Insurance Benefits. You currently are covered under the Company's
group life insurance policy maintained through Unum Provident ("UNUM").
The Company shall pay to you a lump sum amount on the Initial Payment Date
(as defined below) determined as follows: if UNUM does not waive the
premium on the group life policy for your coverage, the amount shall be
$45,000, and if UNUM does waive the premium on
1
{PAGE}
the group life policy, the amount shall be $22,182.50. If UNUM does waive
the premium on the group life policy, your coverage shall be transferred
to you as of May 23, 2003 (to the extent permitted by the policy) and you
shall be responsible for all costs of such transfer, and for any and all
premiums for such coverage after May 23, 2003. The Company shall pay any
premium due for the period beginning on the Termination Date and ending on
May 23, 2003 and shall be entitled to receive any refund from UNUM for the
premiums paid for that period. If UNUM does not waive the premium on the
group life policy, your coverage under the UNUM policy shall be
transferred to you (to the extent permitted by the policy) as of your
Termination Date, and you shall be responsible for all costs of such
transfer, and for any and all premiums for such coverage after your
Termination Date. If UNUM has not determined as of the Initial Payment
Date whether it will waive the premium on the group life policy for your
coverage, you shall receive a lump sum amount of $22,182.50 on the Initial
Payment Date and your coverage under the UNUM policy shall be transferred
to you (to the extent permitted by the policy) and you shall be
responsible for the premiums on the earlier of (i) the date UNUM
determines that it will not waive the premium on the group life policy, if
applicable and (ii) May 23, 2003. If UNUM decides after the Initial
Payment Date that it will not waive the premium on the group life policy
for your coverage, you shall receive an additional amount of $22,817.50
within a reasonable period after the Company is notified in writing of the
determination.
(e) Disability Benefits. You will not be entitled to disability income
replacement payments from the Company or its Subsidiaries, and neither the
Company nor its Subsidiaries will arrange disability income replacement
coverage for you; provided, however, that you will be entitled to coverage
under the UNUM Provident Group Insurance Policy number 305419 001 in
accordance with the terms of that policy.
(f) Retirement Benefits.
(i) You will be eligible to receive retirement benefits under the Trenwick
Group Pension Plan and the Trenwick Group 401(k) Savings Plan (the
Company's "qualified plans"), based on the terms of those plans, and based
on your termination of employment having occurred on your Termination
Date.
(ii) You will receive a lump sum payment from the Company on the Initial
Payment Date of $193,733 in substitution for the value of three years of
accrual under the Company's qualified retirement plans and the Trenwick
America Corporation Unfunded Supplemental Executive Retirement Plan (the
"SERP").
(iii) You will be credited with the regular benefit to which you are
entitled under the terms of the SERP for 2002. In addition, your account
under the SERP shall be credited with interest (pursuant to subsection 4.3
of the SERP) on the date such amount should be credited to your account
during January 2003 in accordance with such subsection 4.3 of the SERP,
provided at the amount of such interest shall be computed using a rate of
4.25% per annum (rather than the rate determined in accordance with the
terms of the SERP). The payment of your benefits under the SERP shall be
governed by the terms of
2
{PAGE}
the SERP; provided, however that you will receive a lump sum payment of
the balance of your entire account under the SERP on the Initial Payment
Date.
(g) Deferred Income. You shall be entitled to a payment of $1,500,000, payable
on the Initial Payment Date, without adjustment for earnings or losses,
representing the settlement of your Deferral Account under the
Non-Qualified Plan as those terms are used in the Employment Agreement
(defined in paragraph 5(m) of this Agreement).
(h) Financial and Tax Planning. You shall be entitled to a lump sum of $30,000
payable on the Initial Payment Date in substitution for financial and tax
396712
| |
Trenwick Group
As referenced in this Letter Agreement:
Trenwick Group Ltd – January 28, 2003
Mr. James F. Billett, Jr.
14 John Applegate Road
Redding, Connecticut 06896
Dear Jim:
This letter agreement (the "Agreement") will confirm our understanding
regarding your separation from Trenwick Group Ltd . (the "Company").
Section 1
Termination Date
The effective date of your separation from all positions and employment
with the Company and the Subsidiaries is January 28, 2003 (your "Termination
_____________
Trenwick Group Ltd – that are to be delivered by the U.S. mail or by overnight
service or two-day delivery service are to be delivered to the following
addresses:
to the Company:
Trenwick Group Ltd .
The LOM Building
27 Reid Street
Hamilton HM 11, Bermuda
to you:
James F. Billett, Jr.
14 John Applegate Road
Redding, Connecticut 06896
All notices to the Company shall
_____________
Trenwick Group Ltd – to the undersigned, along with a
signed and notarized copy of Exhibit B (Billett Release), and a signed copy of
Exhibit E (Letter of Resignation).
12
{PAGE}
Very truly yours,
Trenwick Group Ltd .
By: /s/ W. Marston Becker
---------------------
Its: mwb
---------------------------
Accepted and agreed to this
30th day of January, 2003.
/s/ James F. Billett, Jr.
------------------------------
James F. Billett, Jr.
13
{PAGE}
EXHIBIT
_____________
Trenwick Group Ltd – B
EMPLOYEE RELEASE
GENERAL RELEASE AND WAIVER
1. This Exhibit B is attached to, is incorporated into, and forms a part
of, the letter agreement (the "Agreement") by and between Trenwick Group Ltd .
(the "Company") and James F. Billett, Jr. (the "Employee") dated January 28,
2003. Except for a claim based upon a breach of the Agreement, the Employee, on
behalf of
_____________
Trenwick Group Ltd – PAGE}
EXHIBIT C
COMPANY RELEASE
GENERAL RELEASE AND WAIVER
1. This document is attached to, is incorporated into, and forms a part
of, an agreement (the "Agreement") by and between Trenwick Group Ltd . (the
"Company") and James F. Billett, Jr. (the "Employee") dated January 28, 2003.
2. Except for a claim based upon a breach of the Agreement, the Company,
for and
_____________
dt 1317526
|
Preview
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| 2002 |
Letter Agreement Re: Agreement Between National Indemnity Company and Trenwick Managing Agents Limited ("Trenwick")
Letter Agreement Re: Agreement Between National Indemnity Company and Trenwick Managing Agents Limited ("Trenwick") (2K)
Doc #396734: Click preview link for longer preview.
{DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}3
{FILENAME}d52382_ex99-1.txt
{DESCRIPTION}LETTER AGREEMENT
{TEXT}
Exhibit 99.1
[NATIONAL INDEMNITY COMPANY LETTERHEAD]
November 1, 2002
Mr. Michael Watson
Trenwick Managing Agents Limited
No. 2 Minster Court
Mincing Lane
London EC3R 7FL
England
Re: Agreement between National Indemnity Company and
Trenwick Managing Agents Limited ("Trenwick")
Dear Mr. Watson:
This will confirm the terms that we have agreed today. In consideration of
396734
| | |
Preview
Full Doc
| 2003 |
For Immediate Release
For Immediate Release (4K)
Doc #276980: Click preview link for longer preview.
Trenwick Group Ltd. The LOM Building Tel 441.292.4985
(in provisional liquidation) 27 Reid Street Fax 441.292.4878
Hamilton HM 11
Trenwick Bermuda
Contact: Alan L. Hunte, Executive Vice President and Chief Financial Officer -
441.292.4985
For Immediate . . .
276980
|
LaSalle
As referenced in this For Immediate Release:
LaSalle Re Holdings – Trenwick sold the in-force business of LaSalle Re Limited, its
Bermuda based subsidiary.
{PAGE}
On August 20, 2003, Trenwick and its affiliates LaSalle Re Holdings Limited
("LaSalle Re Holdings") and Trenwick America Corporation ("Trenwick America,"
and collectively with LaSalle Re Holdings and Trenwick, the "Debtors"), as a
step
_____________
"LaSalle Re Holdings" – force business of LaSalle Re Limited, its
Bermuda based subsidiary.
{PAGE}
On August 20, 2003, Trenwick and its affiliates LaSalle Re Holdings Limited
("LaSalle Re Holdings" ) and Trenwick America Corporation ("Trenwick America,"
and collectively with LaSalle Re Holdings and Trenwick, the "Debtors"), as a
step in its previously
_____________
LaSalle Re Holdings – August 20, 2003, Trenwick and its affiliates LaSalle Re Holdings Limited
("LaSalle Re Holdings") and Trenwick America Corporation ("Trenwick America,"
and collectively with LaSalle Re Holdings and Trenwick, the "Debtors"), as a
step in its previously announced restructuring and in accordance with its August
6, 2003 letter of intent
_____________
LaSalle Re
Holdings – States Bankruptcy Code (the
"Bankruptcy Code") with the United States Bankruptcy Court for the District of
Delaware (the "Bankruptcy Court"). Additionally, Trenwick and LaSalle Re
Holdings filed proceedings in the Supreme Court of Bermuda, known under
Bermudian law as "winding up", as a further step in the restructuring and
_____________
dt 219224
;
|
Trenwick Group
As referenced in this For Immediate Release:
Trenwick Group – {DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}3
{FILENAME}d57073_ex99-1.txt
{DESCRIPTION}PRESS RELEASE
{TEXT}
Exhibit 99.1
Trenwick Group Ltd. The LOM Building Tel 441.292.4985
(in provisional liquidation) 27 Reid Street Fax 441.292.4878
Hamilton HM 11
Trenwick Bermuda
_____________
Trenwick Group – 4878
Hamilton HM 11
Trenwick Bermuda
Contact: Alan L. Hunte, Executive Vice President and Chief Financial Officer -
441.292.4985
For Immediate Release
Trenwick Group Ltd. (in provisional liquidation)
Announces Completion of Sale of Trenwick International Limited
Hamilton, Bermuda, October 1, 2003...
Trenwick Group Ltd. (in provisional liquidation) ("
_____________
Trenwick Group – 4985
For Immediate Release
Trenwick Group Ltd. (in provisional liquidation)
Announces Completion of Sale of Trenwick International Limited
Hamilton, Bermuda, October 1, 2003...
Trenwick Group Ltd. (in provisional liquidation) ("Trenwick"), (OTC: TWKGF)
announced today that its subsidiary Trenwick Holdings Limited has completed the
previously announced sale of all
_____________
dt 200789
|
Preview
Full Doc
| 2003 |
For Immediate Release
For Immediate Release (3K)
Doc #276982: Click preview link for longer preview.
[LETTERHEAD OF TRENWICK GROUP LTD.]
Contact: Alan L. Hunte, Executive Vice President and Chief Financial
Officer - 441.292.4985
For Immediate . . .
276982
|
LaSalle
As referenced in this For Immediate Release:
LaSalle Re Holdings – TRENWICK GROUP LTD.]
Contact: Alan L. Hunte, Executive Vice President and Chief Financial
Officer - 441.292.4985
For Immediate Release
Trenwick Group Ltd., LaSalle Re Holdings Limited and Trenwick
America Corporation File U.S. Chapter 11 Bankruptcy Proceedings
to Initiate Previously Announced Restructuring.
Insurance Company Subsidiaries Not a Party
_____________
LaSalle Re Holdings – Not a Party to Proceedings.
Hamilton, Bermuda, August 20, 2003...
Trenwick Group Ltd. ("Trenwick") (OTC: TWKGF) stated today that it and its
affiliates, LaSalle Re Holdings Limited ("LaSalle Re Holdings") and Trenwick
America Corporation ("Trenwick America," and collectively with LaSalle Re
Holdings and Trenwick, the "Debtors"), as a step
_____________
"LaSalle Re Holdings" – Proceedings.
Hamilton, Bermuda, August 20, 2003...
Trenwick Group Ltd. ("Trenwick") (OTC: TWKGF) stated today that it and its
affiliates, LaSalle Re Holdings Limited ("LaSalle Re Holdings" ) and Trenwick
America Corporation ("Trenwick America," and collectively with LaSalle Re
Holdings and Trenwick, the "Debtors"), as a step in its previously
_____________
LaSalle Re
Holdings – stated today that it and its
affiliates, LaSalle Re Holdings Limited ("LaSalle Re Holdings") and Trenwick
America Corporation ("Trenwick America," and collectively with LaSalle Re
Holdings and Trenwick, the "Debtors"), as a step in its previously announced
restructuring and in accordance with its August 6 letter of intent with
_____________
LaSalle Re Holdings – States Bankruptcy Code (the "Bankruptcy Code") with the United States
Bankruptcy Court for the District of Delaware (the "Bankruptcy Court").
Additionally, Trenwick and LaSalle Re Holdings are in the process of filing
proceedings in the Supreme Court of Bermuda, known under Bermudian law as
"winding up", as a further
_____________
dt 219225
;
|
Trenwick Group
As referenced in this For Immediate Release:
TRENWICK GROUP – {DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}3
{FILENAME}d56858_ex99-1.txt
{DESCRIPTION}PRESS RELEASE
{TEXT}
[LETTERHEAD OF TRENWICK GROUP LTD.]
Contact: Alan L. Hunte, Executive Vice President and Chief Financial
Officer - 441.292.4985
For Immediate Release
Trenwick Group Ltd., LaSalle Re
_____________
Trenwick Group – TEXT}
[LETTERHEAD OF TRENWICK GROUP LTD.]
Contact: Alan L. Hunte, Executive Vice President and Chief Financial
Officer - 441.292.4985
For Immediate Release
Trenwick Group Ltd., LaSalle Re Holdings Limited and Trenwick
America Corporation File U.S. Chapter 11 Bankruptcy Proceedings
to Initiate Previously Announced Restructuring.
Insurance Company
_____________
Trenwick Group – S. Chapter 11 Bankruptcy Proceedings
to Initiate Previously Announced Restructuring.
Insurance Company Subsidiaries Not a Party to Proceedings.
Hamilton, Bermuda, August 20, 2003...
Trenwick Group Ltd. ("Trenwick") (OTC: TWKGF) stated today that it and its
affiliates, LaSalle Re Holdings Limited ("LaSalle Re Holdings") and Trenwick
America Corporation ("Trenwick
_____________
dt 200790
|
| Full Doc
| 2003 |
For Immediate Release
For Immediate Release (5K)
Doc #276983: This document is immediately available for purchase, but does not have a preview available for viewing.
276983
|
LaSalle
As referenced in this For Immediate Release:
LaSalle Re Holdings – Trenwick
believes that it is unlikely that any of the holders of the shares of Trenwick
or of its wholly-owned Bermuda subsidiary, LaSalle Re Holdings Ltd, will receive
any return on their investment in the near term if at all.
The terms of the restructuring are subject to
_____________
dt 219226
;
|
Trenwick Group
As referenced in this For Immediate Release:
Trenwick Group – {DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}3
{FILENAME}d56715_ex99-1.txt
{DESCRIPTION}PRESS RELEASE
{TEXT}
Exhibit 99.1
Trenwick Group Ltd. The LOM Building Tel 441.292.4985
27 Reid Street Fax 441.292.4878
Hamilton HM 11
Bermuda
[LOGO] TRENWICK
Contact: Alan
_____________
Trenwick Group – Hamilton HM 11
Bermuda
[LOGO] TRENWICK
Contact: Alan L. Hunte, Executive Vice President and Chief Financial Officer -
441.292.4985
For Immediate Release
Trenwick Group Ltd. Announces
Agreement In Principal on Long-Term
Restructuring of its Debt Obligations and
Sale of its Lloyd's Operations
Hamilton, Bermuda, August
_____________
Trenwick Group – Agreement In Principal on Long-Term
Restructuring of its Debt Obligations and
Sale of its Lloyd's Operations
Hamilton, Bermuda, August 7, 2003...
Trenwick Group Ltd. ("Trenwick")(OTC: TWKGF) stated today that it has entered
into a letter of intent with respect to an agreement in principle on
_____________
dt 200791
|
Preview
Full Doc
| 2003 |
For Immediate Release
For Immediate Release (4K)
Doc #396687: Click preview link for longer preview.
Trenwick Group Ltd. The LOM Building Tel 441.292.4985
(in provisional liquidation) 27 Reid Street Fax 441.292.4878
Hamilton HM 11
Trenwick Bermuda
Contact: Alan L. Hunte, Executive Vice President and Chief Financial Officer -
441.292.4985
For Immediate . . .
396687
| |
Trenwick Group
As referenced in this For Immediate Release:
Trenwick Group Ltd – {DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}3
{FILENAME}d57075_ex99-1.txt
{DESCRIPTION}PRESS RELEASE
{TEXT}
Exhibit 99.1
Trenwick Group Ltd . The LOM Building Tel 441.292.4985
(in provisional liquidation) 27 Reid Street Fax 441.292.4878
Hamilton HM 11
Trenwick Bermuda
Contact: Alan L. Hunte, Executive Vice President
_____________
Trenwick Group Ltd – liquidation) 27 Reid Street Fax 441.292.4878
Hamilton HM 11
Trenwick Bermuda
Contact: Alan L. Hunte, Executive Vice President and Chief Financial Officer -
441.292.4985
For Immediate Release
Trenwick Group Ltd . (in provisional liquidation)
Announces Completion of Sale of Trenwick International Limited
Hamilton, Bermuda, October 1, 2003...
Trenwick Group Ltd. (in provisional liquidation) ("Trenwick"), (OTC: TWKGF)
announced today that its
_____________
Trenwick Group Ltd – President and Chief Financial Officer -
441.292.4985
For Immediate Release
Trenwick Group Ltd. (in provisional liquidation)
Announces Completion of Sale of Trenwick International Limited
Hamilton, Bermuda, October 1, 2003...
Trenwick Group Ltd . (in provisional liquidation) ("Trenwick"), (OTC: TWKGF)
announced today that its subsidiary Trenwick Holdings Limited has completed the
previously announced sale of all of the capital stock of Trenwick International
_____________
dt 1020166
|
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Full Doc
| 2003 |
For Immediate Release
For Immediate Release (3K)
Doc #396689: Click preview link for longer preview.
[LETTERHEAD OF TRENWICK GROUP LTD.]
Contact: Alan L. Hunte, Executive Vice President and Chief Financial
Officer - 441.292.4985
For Immediate . . .
396689
| |
Trenwick Group
As referenced in this For Immediate Release:
TRENWICK GROUP LTD – {DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}3
{FILENAME}d56876_ex99-1.txt
{DESCRIPTION}PRESS RELEASE
{TEXT}
[LETTERHEAD OF TRENWICK GROUP LTD .]
Contact: Alan L. Hunte, Executive Vice President and Chief Financial
Officer - 441.292.4985
For Immediate Release
Trenwick Group Ltd., LaSalle Re Holdings Limited and Trenwick
America Corporation File
_____________
Trenwick Group Ltd – FILENAME}d56876_ex99-1.txt
{DESCRIPTION}PRESS RELEASE
{TEXT}
[LETTERHEAD OF TRENWICK GROUP LTD.]
Contact: Alan L. Hunte, Executive Vice President and Chief Financial
Officer - 441.292.4985
For Immediate Release
Trenwick Group Ltd ., LaSalle Re Holdings Limited and Trenwick
America Corporation File U.S. Chapter 11 Bankruptcy Proceedings
to Initiate Previously Announced Restructuring.
Insurance Company Subsidiaries Not a Party to Proceedings.
Hamilton,
_____________
Trenwick Group Ltd – Limited and Trenwick
America Corporation File U.S. Chapter 11 Bankruptcy Proceedings
to Initiate Previously Announced Restructuring.
Insurance Company Subsidiaries Not a Party to Proceedings.
Hamilton, Bermuda, August 20, 2003...
Trenwick Group Ltd . ("Trenwick") (OTC: TWKGF) stated today that it and its
affiliates, LaSalle Re Holdings Limited ("LaSalle Re Holdings") and Trenwick
America Corporation ("Trenwick America," and collectively with LaSalle Re
Holdings
_____________
dt 1020167
|
| Full Doc
| 2003 |
For Immediate Release
For Immediate Release (5K)
Doc #396690: This document is immediately available for purchase, but does not have a preview available for viewing.
396690
| |
Trenwick Group
As referenced in this For Immediate Release:
Trenwick Group Ltd – {DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}3
{FILENAME}d56714_ex99-1.txt
{DESCRIPTION}PRESS RELEASE
{TEXT}
Exhibit 99.1
Trenwick Group Ltd . The LOM Building Tel 441.292.4985
27 Reid Street Fax 441.292.4878
Hamilton HM 11
Bermuda
[LOGO] TRENWICK
Contact: Alan L. Hunte, Executive Vice President and Chief
_____________
Trenwick Group Ltd – 27 Reid Street Fax 441.292.4878
Hamilton HM 11
Bermuda
[LOGO] TRENWICK
Contact: Alan L. Hunte, Executive Vice President and Chief Financial Officer -
441.292.4985
For Immediate Release
Trenwick Group Ltd . Announces
Agreement In Principal on Long-Term
Restructuring of its Debt Obligations and
Sale of its Lloyd's Operations
Hamilton, Bermuda, August 7, 2003...
Trenwick Group Ltd. ("Trenwick")(OTC:
_____________
Trenwick Group Ltd – For Immediate Release
Trenwick Group Ltd. Announces
Agreement In Principal on Long-Term
Restructuring of its Debt Obligations and
Sale of its Lloyd's Operations
Hamilton, Bermuda, August 7, 2003...
Trenwick Group Ltd . ("Trenwick")(OTC: TWKGF) stated today that it has entered
into a letter of intent with respect to an agreement in principle on a long-term
restructuring of Trenwick's
_____________
dt 1020169
|
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Full Doc
| 2002 |
For Immediate Release
For Immediate Release (2K)
Doc #396728: Click preview link for longer preview.
Trenwick Group Ltd. LOM Building Tel 441.292.4985
27 Reid Street Fax 441.292.4878
Hamilton HM 11
Bermuda
TRENWICK
NYSE Symbol: TWK
Contact: Alan L. Hunte, Executive Vice President and
Chief Financial Officer - 441-298-8082
-------------------------------------------------------------------------------- . . .
396728
| |
Trenwick Group
As referenced in this For Immediate Release:
Trenwick Group Ltd – {DOCUMENT}
{TYPE}EX-99.2
{SEQUENCE}4
{FILENAME}d52879_ex99-2.txt
{DESCRIPTION}PRESS RELEASE
{TEXT}
Exhibit 99.2
Trenwick Group Ltd . LOM Building Tel 441.292.4985
27 Reid Street Fax 441.292.4878
Hamilton HM 11
Bermuda
TRENWICK
NYSE Symbol: TWK
Contact: Alan L. Hunte, Executive Vice President and
_____________
Trenwick Group Ltd – Chief Financial Officer - 441-298-8082
--------------------------------------------------------------------------------
For Immediate Release
--------------------------------------------------------------------------------
Trenwick Announces Extension of Forbearance Agreement
With Lloyd's Letter of Credit Providers; Renewal Discussions Continue
Hamilton, Bermuda, November 22, 2002 . . .
Trenwick Group Ltd . ("Trenwick") announced today that, while it continues to
engage in discussions with its current letter of credit providers for the
renewal for an additional year of its existing letter
_____________
dt 1020208
|
Preview
Full Doc
| 2002 |
For Immediate Release
For Immediate Release (2K)
Doc #396729: Click preview link for longer preview.
Trenwick Group Ltd. LOM Building Tel 441.292.4985
27 Reid Street Fax 441.292.4878
Hamilton HM 11
Bermuda
TRENWICK
NYSE Symbol: TWK
Contact: Alan L. Hunte, Executive Vice President and
Chief Financial Officer - 441-298-8082
-------------------------------------------------------------------------------- . . .
396729
| |
Trenwick Group
As referenced in this For Immediate Release:
Trenwick Group Ltd – {DOCUMENT}
{TYPE}EX-99.3
{SEQUENCE}5
{FILENAME}d52879_ex99-3.txt
{DESCRIPTION}PRESS RELEASE
{TEXT}
Exhibit 99.3
Trenwick Group Ltd . LOM Building Tel 441.292.4985
27 Reid Street Fax 441.292.4878
Hamilton HM 11
Bermuda
TRENWICK
NYSE Symbol: TWK
Contact: Alan L. Hunte, Executive Vice President and
_____________
Trenwick Group Ltd – TWK
Contact: Alan L. Hunte, Executive Vice President and
Chief Financial Officer - 441-298-8082
--------------------------------------------------------------------------------
For Immediate Release
--------------------------------------------------------------------------------
Trenwick Announces Suspension of Preferred Share Dividends
Hamilton, Bermuda, November 29, 2002 . . .
Trenwick Group Ltd . ("Trenwick") announced today that, in accordance with the
terms of Trenwick's current credit facility and forbearance agreement with its
letter of credit providers, Trenwick has elected to suspend,
_____________
Trenwick Group Ltd – facility and forbearance agreement with its
letter of credit providers, Trenwick has elected to suspend, with immediate
effect and for an indefinite period, dividends or distributions payable on the
outstanding Trenwick Group Ltd . Series B Cumulative Convertible Perpetual
Preferred Shares, LaSalle Re Holdings Limited's Series A Preferred Shares and
Trenwick Capital Trust I 8.82% Exchange Subordinated Capital Income Securities .
The
_____________
dt 1020209
|
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Full Doc
| 2002 |
For Immediate Release
For Immediate Release (2K)
Doc #396731: Click preview link for longer preview.
[LETTERHEAD OF TRENWICK]
-------------------------------------------------------------------------------- . . .
396731
| |
Trenwick Group
As referenced in this For Immediate Release:
Trenwick Group Ltd – d52692_ex99-2.txt
{DESCRIPTION}PRESS RELEASE
{TEXT}
Exhibit 99.2
[LETTERHEAD OF TRENWICK]
--------------------------------------------------------------------------------
For Immediate Release
--------------------------------------------------------------------------------
Trenwick Announces Forbearance Agreement
With Letter of Credit Providers
Hamilton, Bermuda, November 14, 2002...
Trenwick Group Ltd . ("Trenwick") announced today that it had entered into a
forbearance agreement with its letter of credit providers with respect to the
current events of default under Trenwick's bank
_____________
dt 1020211
|
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Full Doc
| 2002 |
Trenwick Announces Agreement with Swiss Re to Purchase Trenwick Preferred Shares
Trenwick Announces Agreement with Swiss Re to Purchase Trenwick Preferred Shares (4K)
Doc #396743: Click preview link for longer preview.
{DOCUMENT}
{TYPE}EX-99.5
{SEQUENCE}7
{FILENAME}d51892_ex99-5.txt
{DESCRIPTION}PRESS RELEASE
{TEXT}
Trenwick Group Ltd. LOM Building Tel 441.292.4985
27 Reid Street Fax 441.292.4878
Hamilton HM 11
Bermuda
[LOGO] TRENWICK
NYSE Symbol: TWK
Contact: Alan L. Hunte, Executive Vice President and Chief Financial
Officer - 441.292.4985
--------------------------------------------------------------------------------
For Immediate Release
396743
| |
Trenwick Group
As referenced in this Trenwick Announces Agreement with Swiss Re to Purchase Trenwick Preferred Shares:
Trenwick Group Ltd – {DOCUMENT}
{TYPE}EX-99.5
{SEQUENCE}7
{FILENAME}d51892_ex99-5.txt
{DESCRIPTION}PRESS RELEASE
{TEXT}
Trenwick Group Ltd . LOM Building Tel 441.292.4985
27 Reid Street Fax 441.292.4878
Hamilton HM 11
Bermuda
[LOGO] TRENWICK
NYSE Symbol: TWK
Contact: Alan L. Hunte, Executive Vice President
_____________
Trenwick Group Ltd – Hunte, Executive Vice President and Chief Financial
Officer - 441.292.4985
--------------------------------------------------------------------------------
For Immediate Release
--------------------------------------------------------------------------------
TRENWICK ANNOUNCES AGREEMENT WITH SWISS RE TO PURCHASE
TRENWICK PREFERRED SHARES
Hamilton, Bermuda - September 6, 2002 -- Trenwick Group Ltd . ("Trenwick") today
announced that European Reinsurance Company of Zurich, a subsidiary of Swiss
Reinsurance Company, purchased 550,000 of Trenwick's Series B Cumulative
Convertible Perpetual Preferred Shares with
_____________
dt 1020219
|
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| 2002 |
Trenwick Commences Arbitration Against Swiss Re
Trenwick Commences Arbitration Against Swiss Re (4K)
Doc #396745: Click preview link for longer preview.
{DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}3
{FILENAME}d50992_ex99-1.txt
{DESCRIPTION}PRESS RELEASE
{TEXT}
Exhibit 99.1
Trenwick Group Ltd. LOM Building Tel 441.292.4985
27 Reid Street Fax 441.292.4878
Hamilton HM 11
Bermuda
[LOGO]
NYSE Symbol: TWK
Contact: Alan L. Hunte, Executive Vice President and Chief Financial Officer -
441.292.4985
--------------------------------------------------------------------------------
For Immediate Release
396745
| |
Trenwick Group
As referenced in this Trenwick Commences Arbitration Against Swiss Re:
Trenwick Group Ltd – {DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}3
{FILENAME}d50992_ex99-1.txt
{DESCRIPTION}PRESS RELEASE
{TEXT}
Exhibit 99.1
Trenwick Group Ltd . LOM Building Tel 441.292.4985
27 Reid Street Fax 441.292.4878
Hamilton HM 11
Bermuda
[LOGO]
NYSE Symbol: TWK
Contact: Alan L. Hunte, Executive Vice President and
_____________
Trenwick Group Ltd – Symbol: TWK
Contact: Alan L. Hunte, Executive Vice President and Chief Financial Officer -
441.292.4985
--------------------------------------------------------------------------------
For Immediate Release
--------------------------------------------------------------------------------
TRENWICK COMMENCES ARBITRATION AGAINST SWISS RE
Hamilton, Bermuda - July 1, 2002 -- Trenwick Group Ltd . ("Trenwick") today
commenced an arbitration proceeding seeking $55,000,000 (US) in damages and
other relief against European Reinsurance Company of Zurich, a subsidiary of
Swiss Reinsurance Company. The
_____________
dt 1020221
|
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Full Doc
| 2004 |
Monthly Operating Report
Monthly Operating Report (31K)
Doc #396650: Click preview link for longer preview.
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: October 2004
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days after
end of month.
Submit copy of report to any official committee appointed in the case.
---------------------------------------------------------------- . . .
396650
|
LaSalle
As referenced in this Monthly Operating Report:
LaSalle Re Holdings Limited – EX-99.1
{SEQUENCE}2
{FILENAME}d61532_ex99-1.txt
{DESCRIPTION}10/04 MONTHLY OPERATING REPORT
{TEXT}
LaSalle Re holdings
Exhibit 99.1
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: October 2004
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days after
end of month.
_____________
LaSalle Re Holdings Limited – if debtor is
a corporation; a partner if debtor is a partnership; a manager or member if
debtor is a limited liability company.
{PAGE}
LaSalle Re holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: October 2004
Statement of Operations
(Income Statement)
{TABLE}
{CAPTION}
--------------------------------------------------------------------------------------
Month Ended Cumulative
REVENUES October 2004 Filing to Date
--------------------------------------------------------------------------------------
{S} {C} {C}
_____________
LaSalle Re Holdings Limited – Equipment -- --
--------------------------------------------------------------------------------------
Other Reorganization Expenses (attach schedule) -- --
--------------------------------------------------------------------------------------
Total Reorganization Expenses -- --
--------------------------------------------------------------------------------------
Income Taxes -- --
--------------------------------------------------------------------------------------
Net Profit (Loss) $730,916 $(4,192,422)
--------------------------------------------------------------------------------------
{/TABLE}
FORM MOR-2
{PAGE}
LaSalle Re holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: October 2004
STATEMENT OF OPERATIONS - continuation sheet
-------------------------------------------------------------------------------
Month Ended Cumulative
BREAKDOWN OF "OTHER" CATEGORY October 2004 Filing to Date
-------------------------------------------------------------------------------
Other Costs
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
_____________
LaSalle Re Holdings Limited – Subsidiaries 730,916 (4,192,422)
-------------------------------------------------------------------------------
Total Other Income (Loss) $ 730,916 $ (4,192,422)
-------------------------------------------------------------------------------
Other Expenses
-------------------------------------------------------------------------------
-- --
-------------------------------------------------------------------------------
Other Reorganization Expenses
-------------------------------------------------------------------------------
-- --
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
-------------------------------------------------------------------------------
FORM MOR-2
{PAGE}
LaSalle Re holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: October 2004
BALANCE SHEET
{TABLE}
{CAPTION}
--------------------------------------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION DATE
--------------------------------------------------------------------------------------------------------------------
{S} {
_____________
LaSalle Re Holdings Limited – 35,861,107 $ 44,096,000
--------------------------------------------------------------------------------------------------------------------
--------------------------------------------------------------------------------------------------------------------
TOTAL LIABILITIES AND OWNERS' EQUITY $ 35,861,107 $ 49,900,000
====================================================================================================================
{/TABLE}
FORM MOR-3
(9/99)
{PAGE}
LaSalle Re holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: October 2004
BALANCE SHEET - continuation sheet
{TABLE}
{CAPTION}
--------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION
_____________
dt 1515682
| |
Preview
Full Doc
| 2004 |
Monthly Operating Report
Monthly Operating Report (33K)
Doc #396652: Click preview link for longer preview.
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: September 2004
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days
after end of month.
Submit copy of report to any official committee appointed in the case.
-------------------------------------------------------------------------- . . .
396652
|
LaSalle
As referenced in this Monthly Operating Report:
LaSalle Re Holdings Limited – EX-99.1
{SEQUENCE}2
{FILENAME}d61527_ex99-1.txt
{DESCRIPTION}SEPTEMBER 2004 MONTHLY OPERATING REPORT
{TEXT}
LaSalle Re Holdings
Exhibit 99.1
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: September 2004
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days
after end of month.
_____________
LaSalle Re Holdings Limited – if debtor is
a corporation; a partner if debtor is a partnership; a manager or member if
debtor is a limited liability company.
{PAGE}
LaSalle Re Holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: September 2004
Statement of Operations
(Income Statement)
================================================================================
Month Ended Cumulative
REVENUES August 2004 Filing to Date
================================================================================
Gross Revenues $ -- $ --
--------------------------------------------------------------------------------
Less: Returns and
_____________
LaSalle Re Holdings Limited – Equipment -- --
--------------------------------------------------------------------------------
Other Reorganization Expenses (attach schedule) -- --
================================================================================
Total Reorganization Expenses -- --
--------------------------------------------------------------------------------
Income Taxes -- --
================================================================================
Net Profit (Loss) $1,111,069 $(4,923,338)
================================================================================
FORM MOR-2
{PAGE}
LaSalle Re Holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: September 2004
STATEMENT OF OPERATIONS - continuation sheet
================================================================================
Month Ended Cumulative
BREAKDOWN OF "OTHER" CATEGORY August 2004 Filing to Date
================================================================================
--------------------------------------------------------------------------------
Other Costs
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
_____________
LaSalle Re Holdings Limited – 111,069 (4,923,338)
--------------------------------------------------------------------------------
Total Other Income (Loss) $1,111,069 $(4,923,338)
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Other Expenses
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
-- --
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Other Reorganization Expenses
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
-- --
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
================================================================================
FORM MOR-2
{PAGE}
LaSalle Re Holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: September 2004
BALANCE SHEET
{TABLE}
{CAPTION}
------------------------------------------------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION DATE
------------------------------------------------------------------------------------------------------------------------------
{S} {
_____________
LaSalle Re Holdings Limited – 35,312,873 $ 44,096,000
------------------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------
TOTAL LIABILITIES AND OWNERS' EQUITY $ 35,312,873 $ 49,900,000
==============================================================================================================================
{/TABLE}
FORM MOR-3
(9/99)
{PAGE}
LaSalle Re Holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: September 2004
BALANCE SHEET - continuation sheet
{TABLE}
{CAPTION}
-----------------------------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION
_____________
dt 1515683
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Monthly Operating Report
Monthly Operating Report (33K)
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UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: August 2004
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days
after end of month.
Submit copy of report to any official committee appointed in the case.
---------------------------------------------------------------------------- . . .
396654
|
LaSalle
As referenced in this Monthly Operating Report:
LaSalle Re Holdings Limited – EX-99.1
{SEQUENCE}2
{FILENAME}d60867_ex99-1.txt
{DESCRIPTION}AUGUST 2004 MONTHLY OPERATING REPORT
{TEXT}
LaSalle Re Holdings
Exhibit 99.1
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: August 2004
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days
after end of month.
_____________
LaSalle Re Holdings Limited – if debtor is
a corporation; a partner if debtor is a partnership; a manager or member if
debtor is a limited liability company.
{PAGE}
LaSalle Re Holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: August 2004
Statement of Operations
(Income Statement)
================================================================================
Month Ended Cumulative
REVENUES August 2004 Filing to Date
================================================================================
Gross Revenues $ -- $ --
--------------------------------------------------------------------------------
Less: Returns and
_____________
LaSalle Re Holdings Limited – of Equipment -- --
--------------------------------------------------------------------------------
Other Reorganization Expenses (attach schedule) -- --
================================================================================
Total Reorganization Expenses -- --
--------------------------------------------------------------------------------
Income Taxes -- --
================================================================================
Net Profit (Loss) $659,337 $(6,034,407)
================================================================================
FORM MOR-2
{PAGE}
LaSalle Re Holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: August 2004
STATEMENT OF OPERATIONS - continuation sheet
================================================================================
Month Ended Cumulative
BREAKDOWN OF "OTHER" CATEGORY August 2004 Filing to Date
================================================================================
--------------------------------------------------------------------------------
Other Costs
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
_____________
LaSalle Re Holdings Limited – Subsidiaries 659,337 (6,034,407)
--------------------------------------------------------------------------------
Total Other Income (Loss) $659,337 $(6,034,407)
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Other Expenses
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
-- --
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Other Reorganization Expenses
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
-- --
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
================================================================================
FORM MOR-2
{PAGE}
LaSalle Re Holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: August 2004
BALANCE SHEET
{TABLE}
{CAPTION}
------------------------------------------------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION DATE
------------------------------------------------------------------------------------------------------------------------------
{S} {
_____________
LaSalle Re Holdings Limited – 33,981,640 $ 44,096,000
------------------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------
TOTAL LIABILITIES AND OWNERS' EQUITY $ 33,981,640 $ 49,900,000
==============================================================================================================================
{/TABLE}
FORM MOR-3
(9/99)
{PAGE}
LaSalle Re Holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: August 2004
BALANCE SHEET - continuation sheet
{TABLE}
{CAPTION}
-----------------------------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION
_____________
dt 1515684
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Monthly Operating Report (37K)
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UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
--------------------------- ----------------
Reporting Period: July 2004
----------------
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20
days after end of month. . . .
396656
|
LaSalle
As referenced in this Monthly Operating Report:
LaSalle Re Holdings Limited
– {DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}2
{FILENAME}d60648_ex99-1.txt
{DESCRIPTION}JULY 2004 MONTHLY OPERATING REPORT
{TEXT}
LaSalle Re Holdings Limited
Exhibit 99.1
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
--------------------------- ----------------
Reporting Period: July 2004
----------------
MONTHLY OPERATING REPORT
File with
_____________
LaSalle Re Holdings Limited – 99.1
{SEQUENCE}2
{FILENAME}d60648_ex99-1.txt
{DESCRIPTION}JULY 2004 MONTHLY OPERATING REPORT
{TEXT}
LaSalle Re Holdings Limited
Exhibit 99.1
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
--------------------------- ----------------
Reporting Period: July 2004
----------------
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20
days after end of month.
_____________
LaSalle Re Holdings Limited
– be an officer, director or shareholder if
debtor is a corporation; a partner if debtor is a partnership; a manager
or member if debtor is a limited liability company.
{PAGE}
LaSalle Re Holdings Limited
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
-------------------------------------- --------------
Debtor Reporting Period: July 2004
--------------
Statement of Operations
(Income Statement)
{TABLE}
{CAPTION}
----------------------------------------------------------------------------------------------------------
Month Ended Cumulative
REVENUES June
_____________
LaSalle Re Holdings Limited – debtor is a corporation; a partner if debtor is a partnership; a manager
or member if debtor is a limited liability company.
{PAGE}
LaSalle Re Holdings Limited
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
-------------------------------------- --------------
Debtor Reporting Period: July 2004
--------------
Statement of Operations
(Income Statement)
{TABLE}
{CAPTION}
----------------------------------------------------------------------------------------------------------
Month Ended Cumulative
REVENUES June 2004 Filing to Date
----------------------------------------------------------------------------------------------------------
{S} {C} {C}
_____________
LaSalle Re Holdings Limited
– Gain(Loss) from Sale of Equipment -- --
----------------------------------------------------------------------------------------------------------
Other Reorganization Expenses (attach schedule) -- --
----------------------------------------------------------------------------------------------------------
Total Reorganization Expenses -- --
----------------------------------------------------------------------------------------------------------
Income Taxes -- --
----------------------------------------------------------------------------------------------------------
Net Profit (Loss) $ (2,854,662) $ (6,693,744)
----------------------------------------------------------------------------------------------------------
{/TABLE}
FORM MOR-2
{PAGE}
LaSalle Re Holdings Limited
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
-------------------------------------- --------------
Debtor Reporting Period: July 2004
--------------
{TABLE}
{CAPTION}
-----------------------------------------------------------------------------------------------------------
Month Ended Cumulative
BREAKDOWN OF "OTHER" CATEGORY July 2004 Filing
_____________
dt 1515685
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Monthly Operating Report
Monthly Operating Report (37K)
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UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
--------------------------- ----------------
Reporting Period: June 2004
----------------
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20
days after end of month. . . .
396658
|
LaSalle
As referenced in this Monthly Operating Report:
LaSalle Re Holdings Limited – FILENAME}d60261_ex99-1.txt
{DESCRIPTION}6/04 MONTH OPER REPORT OF LASALLE RE HOLDING LTD
{TEXT}
LaSalle Re Holdings
Exhibit 99.1
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
--------------------------- ----------------
Reporting Period: June 2004
----------------
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20
days after end of month.
_____________
LaSalle Re Holdings Limited – if
debtor is a corporation; a partner if debtor is a partnership; a manager
or member if debtor is a limited liability company.
{PAGE}
LaSalle Re Holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
-------------------------------------- --------------
Debtor Reporting Period: June 2004
--------------
Statement of Operations
(Income Statement)
{TABLE}
{CAPTION}
----------------------------------------------------------------------------------------------------------
Month Ended Cumulative
REVENUES June 2004 Filing to Date
----------------------------------------------------------------------------------------------------------
{S} {C} {C}
_____________
LaSalle Re Holdings Limited – Equipment -- --
----------------------------------------------------------------------------------------------------------
Other Reorganization Expenses (attach schedule) -- --
----------------------------------------------------------------------------------------------------------
Total Reorganization Expenses -- --
----------------------------------------------------------------------------------------------------------
Income Taxes -- --
----------------------------------------------------------------------------------------------------------
Net Profit (Loss) $ (51,759) $ (3,839,082)
----------------------------------------------------------------------------------------------------------
{/TABLE}
FORM MOR-2
{PAGE}
LaSalle Re Holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
-------------------------------------- --------------
Debtor Reporting Period: June 2004
--------------
STATEMENT OF OPERATIONS - continuation sheet
{TABLE}
{CAPTION}
-----------------------------------------------------------------------------------------------------------
Month Ended Cumulative
BREAKDOWN OF "OTHER" CATEGORY June 2004 Filing to Date
-----------------------------------------------------------------------------------------------------------
{
_____________
LaSalle Re Holdings Limited – 51,759) (3,839,082)
-----------------------------------------------------------------------------------------------------------
Total Other Income (Loss) $ (51,759) $ (3,839,082)
-----------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------
Other Expenses
-----------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------
-- --
-----------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------
Other Reorganization Expenses
-----------------------------------------------------------------------------------------------------------
-- --
-----------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------
-----------------------------------------------------------------------------------------------------------
{/TABLE}
FORM MOR-2
{PAGE}
LaSalle Re Holdings
Exhibit 99.1
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
----------------------------------- --------------
Debtor Reporting Period: June 2004
--------------
BALANCE SHEET
{TABLE}
{CAPTION}
------------------------------------------------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION DATE
------------------------------------------------------------------------------------------------------------------------------
{S} {
_____________
LaSalle Re Holdings Limited – Draws) (attach schedule) -- --
------------------------------------------------------------------------------------------------------------------------------
NET OWNER EQUITY $ 36,222,272 $ 44,096,000
------------------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------------
TOTAL LIABILITIES AND OWNERS' EQUITY $ 36,222,272 $ 49,900,000
==============================================================================================================================
{/TABLE}
FORM MOR-3
(9/99)
{PAGE}
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
----------------------------------- ---------------
Debtor Reporting Period: June 2004
---------------
BALANCE SHEET - continuation sheet
{TABLE}
{CAPTION}
-------------------------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION
_____________
dt 1515686
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Monthly Operating Report
Monthly Operating Report (34K)
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LaSalle Re Holdings
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
--------------------------- -------------
Reporting Period: May 2004
--------
MONTHLY OPERATING REPORT
File with Court and submit copy to United States . . .
396660
|
LaSalle
As referenced in this Monthly Operating Report:
LaSalle Re Holdings Limited – DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}2
{FILENAME}d60041_ex99-1.txt
{DESCRIPTION}MONTHLY OPERATING REPORT
{TEXT}
Exhibit 99.1
LaSalle Re Holdings
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
--------------------------- -------------
Reporting Period: May 2004
--------
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days after
end of month.
_____________
LaSalle Re Holdings Limited – if
debtor is a corporation; a partner if debtor is a partnership; a manager
or member if debtor is a limited liability company.
{PAGE}
Exhibit 99.1
LaSalle Re Holdings
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
----------------------------------- -------------------
Debtor Reporting Period: May 2004
-------------------
Statement of Operations
(Income Statement)
{TABLE}
{CAPTION}
----------------------------------------------------------------------------------------------
Month Ended Cumulative
REVENUES May 2004 Filing to Date
----------------------------------------------------------------------------------------------
{S} {C} {C}
_____________
LaSalle Re Holdings Limited – Other Reorganization Expenses (attach schedule) -- --
----------------------------------------------------------------------------------------------
Total Reorganization Expenses -- --
----------------------------------------------------------------------------------------------
Income Taxes -- --
----------------------------------------------------------------------------------------------
Net Profit (Loss) $ 1,049,489 $ (3,787,323)
----------------------------------------------------------------------------------------------
{/TABLE}
FORM MOR-2
{PAGE}
Exhibit 99.1
LaSalle Re Holdings
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
----------------------------------- -------------------
Debtor Reporting Period: May 2004
-------------------
STATEMENT OF OPERATIONS - continuation sheet
{TABLE}
{CAPTION}
----------------------------------------------------------------------------------------
Month Ended Cumulative
BREAKDOWN OF "OTHER" CATEGORY May 2004 Filing to Date
----------------------------------------------------------------------------------------
{
_____________
LaSalle Re Holdings Limited – 489 (3,787,323)
----------------------------------------------------------------------------------------
Total Other Income (Loss) $ 1,049,489 $ (3,787,323)
----------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------
Other Expenses
----------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------
-- --
----------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------
Other Reorganization Expenses
----------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------
-- --
----------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------
{/TABLE}
FORM MOR-2
{PAGE}
Exhibit 99.1
LaSalle Re Holdings
LaSalle Re Holdings Limited 03-12637 (MFW)
----------------------------------- -------------------
Debtor May 2004
-------------------
BALANCE SHEET
{TABLE}
{CAPTION}
------------------------------------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION DATE
------------------------------------------------------------------------------------------------------------------
{S} {C} {C}
CURRENT ASSETS
------------------------------------------------------------------------------------------------------------------
_____________
LaSalle Re Holdings Limited – 36,491,898 $ 44,096,000
------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------
TOTAL LIABILITIES AND OWNERS' EQUITY $ 36,491,898 $ 49,900,000
==================================================================================================================
{/TABLE}
FORM MOR-3
(9/99)
{PAGE}
Exhibit 99.1
LaSalle Re Holdings
LaSalle Re Holdings Limited 03-12637 (MFW)
----------------------------------- -------------------
Debtor May 2004
-------------------
BALANCE SHEET - continuation sheet
{TABLE}
{CAPTION}
------------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION DATE
------------------------------------------------------------------------------------------
{S} {C} {C}
------------------------------------------------------------------------------------------
_____________
dt 1515687
| |
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Monthly Operating Report
Monthly Operating Report (32K)
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LaSalle Re Holdings
UNITED STATES BANKRUPTCY COURT
__________DISTRICT OF__________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: April 2004
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days
after end of month.
Submit copy of report to any official committee appointed in the case. . . .
396662
|
LaSalle
As referenced in this Monthly Operating Report:
LaSalle Re Holdings Limited – EX-99.1
{SEQUENCE}2
{FILENAME}d59848_ex99-1.txt
{DESCRIPTION}APRIL 2004 MONTHLY OPERATING REPORT
{TEXT}
Exhibit 99.1
LaSalle Re Holdings
UNITED STATES BANKRUPTCY COURT
__________DISTRICT OF__________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: April 2004
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days
after end of month.
_____________
LaSalle Re Holdings Limited – if
debtor is a corporation; a partner if debtor is a partnership; a manager
or member if debtor is a limited liability company.
{PAGE}
Exhibit 99.1
LaSalle Re Holdings
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: April 2004
Statement of Operations
(Income Statement)
{TABLE}
{CAPTION}
======================================================================================
Month Ended Cumulative
REVENUES April 2004 Filing to Date
======================================================================================
{S} {C} {C}
_____________
LaSalle Re Holdings Limited – Other Reorganization Expenses (attach schedule) -- --
======================================================================================
Total Reorganization Expenses -- --
--------------------------------------------------------------------------------------
Income Taxes -- --
======================================================================================
Net Profit (Loss) $ 1,144,500 $(4,836,812)
======================================================================================
{/TABLE}
FORM MOR-2
{PAGE}
Exhibit 99.1
LaSalle Re Holdings
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: April 2004
STATEMENT OF OPERATIONS - continuation sheet
================================================================================
Month Ended Cumulative
BREAKDOWN OF "OTHER" CATEGORY April 2004 Filing to Date
================================================================================
Other Costs
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
_____________
LaSalle Re Holdings Limited – 144,500 (4,836,812)
--------------------------------------------------------------------------------
Total Other Income (Loss) $ 1,144,500 $(4,836,812)
--------------------------------------------------------------------------------
Other Expenses
--------------------------------------------------------------------------------
-- --
--------------------------------------------------------------------------------
Other Reorganization Expenses
--------------------------------------------------------------------------------
-- --
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
================================================================================
FORM MOR-2
{PAGE}
Exhibit 99.1
LaSalle Re Holdings
LaSalle Re Holdings Limited 03-12637 (MFW)
Debtor April 2004
BALANCE SHEET
{TABLE}
{CAPTION}
-------------------------------------------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION DATE
-------------------------------------------------------------------------------------------------------------------------
{S} {C} {C}
CURRENT ASSETS
-------------------------------------------------------------------------------------------------------------------------
_____________
LaSalle Re Holdings Limited – 36,232,948 $ 44,096,000
-------------------------------------------------------------------------------------------------------------------------
-------------------------------------------------------------------------------------------------------------------------
TOTAL LIABILITIES AND OWNERS' EQUITY $ 36,232,948 $ 49,900,000
=========================================================================================================================
{/TABLE}
FORM MOR-3
(9/99)
{PAGE}
Exhibit 99.1
LaSalle Re Holdings
LaSalle Re Holdings Limited 03-12637 (MFW)
Debtor April 2004
BALANCE SHEET - continuation sheet
{TABLE}
{CAPTION}
-------------------------------------------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION DATE
-------------------------------------------------------------------------------------------------------------------------
{S} {C} {C}
_____________
dt 1515688
| |
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| 2004 |
Monthly Operating Report
Monthly Operating Report (33K)
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LaSalle Re Holdings Limited
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: March 2004
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within
20 days after end of month.
Submit copy of report to any official committee appointed in the case. . . .
396664
|
LaSalle
As referenced in this Monthly Operating Report:
LaSalle Re Holdings Limited
– {DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}2
{FILENAME}d59436_ex99-1.txt
{DESCRIPTION}MARCH 2004 MONTHLY OPERATING REPORT
{TEXT}
Exhibit 99.1
LaSalle Re Holdings Limited
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: March 2004
MONTHLY OPERATING REPORT
File with Court and submit
_____________
LaSalle Re Holdings Limited – 99.1
{SEQUENCE}2
{FILENAME}d59436_ex99-1.txt
{DESCRIPTION}MARCH 2004 MONTHLY OPERATING REPORT
{TEXT}
Exhibit 99.1
LaSalle Re Holdings Limited
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: March 2004
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within
20 days after end of month.
_____________
LaSalle Re Holdings Limited
– director or shareholder if debtor is
a corporation; a partner if debtor is a partnership; a manager or member if
debtor is a limited liability company.
{PAGE}
Exhibit 99.1
LaSalle Re Holdings Limited
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: March 2004
Statement of Operations
(Income Statement)
{TABLE}
{CAPTION}
========================================================================================
Month Ended Cumulative
REVENUES March 2004 Filing to
_____________
LaSalle Re Holdings Limited – debtor is
a corporation; a partner if debtor is a partnership; a manager or member if
debtor is a limited liability company.
{PAGE}
Exhibit 99.1
LaSalle Re Holdings Limited
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: March 2004
Statement of Operations
(Income Statement)
{TABLE}
{CAPTION}
========================================================================================
Month Ended Cumulative
REVENUES March 2004 Filing to Date
========================================================================================
{S} {C} {C}
_____________
LaSalle Re Holdings Limited
– of
Unconsolidated Subsidiaries 141,284 (5,981,312)
----------------------------------------------------------------------------------------
Total Other Income (Loss) $141,284 $(5,981,312)
----------------------------------------------------------------------------------------
Other Expenses
----------------------------------------------------------------------------------------
-- --
----------------------------------------------------------------------------------------
Other Reorganization Expenses
----------------------------------------------------------------------------------------
-- --
----------------------------------------------------------------------------------------
========================================================================================
{/TABLE}
FORM MOR-2
{PAGE}
Exhibit 99.1
LaSalle Re Holdings Limited
LaSalle Re Holdings Limited 03-12637 (MFW)
Debtor March 2004
BALANCE SHEET
{TABLE}
{CAPTION}
------------------------------------------------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION DATE
------------------------------------------------------------------------------------------------------------------------------
{S} {
_____________
dt 1515689
| |
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Full Doc
| 2004 |
Monthly Operating Report
Monthly Operating Report (31K)
Doc #396666: Click preview link for longer preview.
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: February 2004
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days
after end of month.
Submit copy of report to any official committee appointed in the case.
---------------------------------------------------------------------------- . . .
396666
|
LaSalle
As referenced in this Monthly Operating Report:
LaSalle Re Holdings Limited – {DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}3
{FILENAME}d59112_ex99-1.txt
{DESCRIPTION}ADDITIONAL EXHIBITS
{TEXT}
Exhibit 99.1
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: February 2004
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days
after end of month.
_____________
LaSalle Re Holdings Limited – if
debtor is a corporation; a partner if debtor is a partnership; a manager
or member if debtor is a limited liability company.
{PAGE}
Exhibit 99.1
LaSalle Re Holdings
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: February 2004
Statement of Operations
(Income Statement)
{TABLE}
{CAPTION}
-----------------------------------------------------------------------------------
Month Ended Cumulative
REVENUES February 2004 Filing to Date
-----------------------------------------------------------------------------------
{S} {C} {C}
_____________
LaSalle Re Holdings Limited – Other Income (501,675) (6,122,596)
----------------------------------------------------------------------------------
Other Expenses
----------------------------------------------------------------------------------
-- --
----------------------------------------------------------------------------------
Other Reorganization Expenses
----------------------------------------------------------------------------------
-- --
----------------------------------------------------------------------------------
----------------------------------------------------------------------------------
----------------------------------------------------------------------------------
{/TABLE}
FORM MOR-2
{PAGE}
Exhibit 99.1
La Salle Re Holdings
UNITED STATES BANKRUPTCY COURT
DISTRICT OF
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: February 2004
BALANCE SHEET
{TABLE}
{CAPTION}
------------------------------------------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION DATE
------------------------------------------------------------------------------------------------------------------------
{S} {
_____________
LaSalle Re Holdings Limited – Draws) (attach schedule) -- --
------------------------------------------------------------------------------------------------------------------------
NET OWNER EQUITY $ 34,605,942 $ 44,096,000
------------------------------------------------------------------------------------------------------------------------
------------------------------------------------------------------------------------------------------------------------
TOTAL LIABILITIES AND OWNERS' EQUITY $ 34,605,942 $ 49,900,000
========================================================================================================================
{/TABLE}
FORM MOR-3
(9/99)
{PAGE}
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: February 2004
BALANCE SHEET - continuation sheet
{TABLE}
{CAPTION}
------------------------------------------------------------------------------------------------------------
BOOK VALUE AT END OF BOOK VALUE ON
ASSETS CURRENT REPORTING MONTH PETITION
_____________
dt 1515690
| |
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Monthly Operating Report
Monthly Operating Report (32K)
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LaSalle Re Holdings Limited
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: January 2004
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days
after end of month.
Submit copy of report to any official committee appointed in the case. . . .
396668
|
LaSalle
As referenced in this Monthly Operating Report:
LaSalle Re Holdings Limited
– {DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}3
{FILENAME}d58907_ex99-1.txt
{DESCRIPTION}JANUARY 2004 MONTHLY OPERATING REPORT
{TEXT}
Exhibit 99.1
LaSalle Re Holdings Limited
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: January 2004
MONTHLY OPERATING REPORT
File with Court and submit
_____________
LaSalle Re Holdings Limited – 99.1
{SEQUENCE}3
{FILENAME}d58907_ex99-1.txt
{DESCRIPTION}JANUARY 2004 MONTHLY OPERATING REPORT
{TEXT}
Exhibit 99.1
LaSalle Re Holdings Limited
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: January 2004
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days
after end of month.
_____________
LaSalle Re Holdings Limited
– director or shareholder if debtor is
a corporation; a partner if debtor is a partnership; a manager or member if
debtor is a limited liability company.
{PAGE}
Exhibit 99.1
LaSalle Re Holdings Limited
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: January 2004
Statement of Operations
(Income Statement)
{TABLE}
{CAPTION}
====================================================================================
Month Ended Cumulative
REVENUES January 2004 Filing to
_____________
LaSalle Re Holdings Limited – debtor is
a corporation; a partner if debtor is a partnership; a manager or member if
debtor is a limited liability company.
{PAGE}
Exhibit 99.1
LaSalle Re Holdings Limited
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: January 2004
Statement of Operations
(Income Statement)
{TABLE}
{CAPTION}
====================================================================================
Month Ended Cumulative
REVENUES January 2004 Filing to Date
====================================================================================
{S} {C} {C}
_____________
LaSalle Re Holdings Limited
– Sale of Equipment -- --
------------------------------------------------------------------------------------
Other Reorganization Expenses (attach schedule) -- --
====================================================================================
Total Reorganization Expenses -- --
------------------------------------------------------------------------------------
Income Taxes -- --
====================================================================================
Net Profit (Loss) $1,747,501 $(5,620,921)
====================================================================================
{/TABLE}
FORM MOR-2
{PAGE}
Exhibit 99.1
LaSalle Re Holdings Limited
STATEMENT OF OPERATIONS - continuation sheet
================================================================================
Month Ended Cumulative
BREAKDOWN OF "OTHER" CATEGORY January 2004 Filing to Date
================================================================================
--------------------------------------------------------------------------------
Other Costs
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Other Operational Expenses
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Other Income
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
Equity in Undistributed Loss of
_____________
dt 1515691
| |
Preview
Full Doc
| 2004 |
Monthly Operating Report
Monthly Operating Report (31K)
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LaSalle Re Holdings Limited
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: December 2003
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days
after end of month.
Submit copy of report to any official committee appointed in the case. . . .
396670
|
LaSalle
As referenced in this Monthly Operating Report:
LaSalle Re Holdings Limited
– {DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}3
{FILENAME}d58091_ex99-1.txt
{DESCRIPTION}MONTHLY OPERATING REPORT
{TEXT}
Exhibit 99.1
LaSalle Re Holdings Limited
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: December 2003
MONTHLY OPERATING REPORT
File with Court and submit
_____________
LaSalle Re Holdings Limited – TYPE}EX-99.1
{SEQUENCE}3
{FILENAME}d58091_ex99-1.txt
{DESCRIPTION}MONTHLY OPERATING REPORT
{TEXT}
Exhibit 99.1
LaSalle Re Holdings Limited
UNITED STATES BANKRUPTCY COURT
_______________DISTRICT OF_______________
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: December 2003
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days
after end of month.
_____________
LaSalle Re Holdings Limited
– director or shareholder if debtor is
a corporation; a partner if debtor is a partnership; a manager or member if
debtor is a limited liability company.
{PAGE}
Exhibit 99.1
LaSalle Re Holdings Limited
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: December 2003
Statement of Operations
(Income Statement)
{TABLE}
{CAPTION}
------------------------------------------------------------------------------------
Month Ended Cumulative
REVENUES November 2003 Filing to
_____________
LaSalle Re Holdings Limited – debtor is
a corporation; a partner if debtor is a partnership; a manager or member if
debtor is a limited liability company.
{PAGE}
Exhibit 99.1
LaSalle Re Holdings Limited
LaSalle Re Holdings Limited Case No. 03-12637 (MFW)
Debtor Reporting Period: December 2003
Statement of Operations
(Income Statement)
{TABLE}
{CAPTION}
------------------------------------------------------------------------------------
Month Ended Cumulative
REVENUES November 2003 Filing to Date
------------------------------------------------------------------------------------
{S} {C} {C}
_____________
LaSalle Re Holdings Limited
– Sale of Equipment -- --
------------------------------------------------------------------------------------
Other Reorganization Expenses (attach schedule) -- --
------------------------------------------------------------------------------------
Total Reorganization Expenses -- --
------------------------------------------------------------------------------------
Income Taxes -- --
------------------------------------------------------------------------------------
Net Profit (Loss) $ 1,646,072 $(7,368,422)
------------------------------------------------------------------------------------
{/TABLE}
FORM MOR-2
{PAGE}
Exhibit 99.1
LaSalle Re Holdings Limited
STATEMENT OF OPERATIONS - continuation sheet
{TABLE}
{CAPTION}
------------------------------------------------------------------------------------
Month Ended Cumulative
BREAKDOWN OF "OTHER" CATEGORY November 2003 Filing to Date
------------------------------------------------------------------------------------
{S} {C} {C}
------------------------------------------------------------------------------------
Other Costs
------------------------------------------------------------------------------------
------------------------------------------------------------------------------------
------------------------------------------------------------------------------------
------------------------------------------------------------------------------------
------------------------------------------------------------------------------------
Other Operational Expenses
------------------------------------------------------------------------------------
------------------------------------------------------------------------------------
------------------------------------------------------------------------------------
Other Income
------------------------------------------------------------------------------------
------------------------------------------------------------------------------------
_____________
dt 1515692
| |
Preview
Full Doc
| 2004 |
Monthly Operating Report
Monthly Operating Report (35K)
Doc #396672: Click preview link for longer preview.
LaSalle Re Holdings Limited
UNITED STATES BANKRUPTCY COURT
DISTRICT OF
In re: LaSalle Re Holdings Limited Case No. 03-12637(MFW)
Reporting Period: November 2003
MONTHLY OPERATING REPORT
File with Court and submit copy to United States Trustee within 20 days after
end of month.
Submit copy of report to any official committee appointed . . .
396672
|
LaSalle
As referenced in this Monthly Operating Report:
LaSalle Re Holdings Limited
– {DOCUMENT}
{TYPE}EX-99.1
{SEQUENCE}3
{FILENAME}d57850_ex99-1.txt
{DESCRIPTION}MONTHLY OPERATING REPORT
{TEXT}
Exhibit 99.1
LaSalle Re Holdings Limited
UNITED STATES BANKRUPTCY COURT
DISTRICT OF
In re: LaSalle Re Hold
|