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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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SCHEDULE
13E-4
ISSUER TENDER OFFER STATEMENT
(PURSUANT TO SECTION 13(E)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934)
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AMENDMENT NO. 1
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LASALLE RE HOLDINGS LIMITED
(NAME OF ISSUER)
LASALLE RE HOLDINGS LIMITED
(NAME OF PERSON(S) FILING STATEMENT)
COMMON SHARES G5383Q 10 1
PAR VALUE $1.00 PER SHARE (CUSIP NUMBER OF CLASS OF SECURITIES)
(TITLE OF CLASS OF SECURITIES)
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CT CORPORATION SYSTEM
16633 BROADWAY
NEW YORK, NEW YORK 10019
(212) 664-1666
(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON
AUTHORIZED TO RECEIVE NOTICES AND COMMUNICATIONS
ON BEHALF OF THE PERSON FILING STATEMENT)
COPIES TO:
RICHARD W. SHEPRO
MAYER, BROWN & PLATT
190 SOUTH LASALLE STREET
CHICAGO, ILLINOIS 60603-3441
(312) 782-0600
MARCH 28, 1997
(DATE TENDER OFFER FIRST PUBLISHED, SENT
OR GIVEN TO SECURITY HOLDERS)
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LaSalle Re Holdings Limited, a company organized under the laws of Bermuda
(the "Company"), hereby amends and supplements its Issuer Tender Offer
Statement on Schedule 13E-4 (the "Statement") filed with the Securities and
Exchange Commission on March 28, 1997 relating to its offer to purchase up to
3,703,703 of its common shares, par value $1.00 per share (the "Shares"), at
prices, net to the seller in cash, not greater than $30.00 nor less than
$27.00 per Share, upon the terms and subject to the conditions set forth in
the Offer to Purchase dated March 28, 1997 and the related Letter of
Transmittal (which, as they may be amended from time to time, are herein
collectively referred to as the "Offer").
ITEM 9. MATERIAL TO BE FILED AS EXHIBITS.
<TABLE>
<CAPTION>
EXHIBIT
NO. DESCRIPTION
------- -----------
<C> <S>
(a)(9) Form of press release, issued by the Company on April 28, 1997,
announcing preliminary results of the Offer.
</TABLE>
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify that
the information set forth in this statement is true, complete and correct.
/s/ Andrew Cook
By __________________________________
Name: Andrew Cook
Title: Chief Financial Officer
and Treasurer
(Date) April 28, 1997
1
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT
NO. DESCRIPTION
------- -----------
<C> <S>
(a)(9) Form of press release, issued by the Company on April 28, 1997,
announcing preliminary results of the Offer.
</TABLE>
2
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LOGO
NEWS RELEASE
FOR IMMEDIATE RELEASE CONTACTS: Andrew Cook
Chief Financial Officer
Diane Newman
Investor Relations
Manager
TEL: (441) 292-3339
LASALLE RE HOLDINGS ANNOUNCES PRELIMINARY RESULTS OF ITS "DUTCH
AUCTION" SELF-TENDER OFFER
HAMILTON, BERMUDA, April 28, 1997, LaSalle Re Holdings Limited (NYSE:LSH)
announced today the preliminary results of its dutch auction self-tender offer
which expired Friday, April 25 at 12.00 midnight, New York City time.
The preliminary count by the depository for the offer indicated that
5,340,468 shares were tendered and not withdrawn at prices of $27.00 per share
or lower. Shares tendered in excess of this price will be promptly returned.
The Company expects to purchase 3,703,703 shares tendered at such price, or
approximately 41% of the shares accepted for purchase in the offer.
The determination of the actual number of shares to be purchased, the final
proration factor and the purchase price are subject to final confirmation and
the proper delivery of all shares tendered and not withdrawn, including shares
tendered pursuant to the guaranteed delivery procedure. Payment for shares
accepted for payment and return of all shares tendered but not accepted for
payment will occur as soon as practicable after determination of the final
proration factor and number of shares properly tendered.
On Friday, March 28, 1997, the Company announced and commenced its offer to
purchase, at a price range of $27 to $30 per share, up to 3,703,703 shares of
its outstanding shares, or approximately 22% of its then outstanding shares
(approximately 45% of the publicly held shares) and approximately 15% of the
aggregate of its (i) shares outstanding, (ii) shares reserved for issuance upon
exercise of exercisable options thereon, (iii) shares reserved for the exchange
of exchangeable non-voting shares, and (iv) shares reserved for issuance upon
exercise of options on the exchangeable non-voting shares.
LaSalle Re Holdings Limited, through its operating company, LaSalle Re
Limited, writes high severity, low frequency reinsurance, primarily property
catastrophe reinsurance, on a worldwide basis.
