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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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DATE OF REPORT: NOVEMBER 3, 1999
DATE OF EARLIEST EVENT REPORTED: NOVEMBER 1, 1999
STIRLING COOKE BROWN HOLDINGS LIMITED
(Exact name of registrant as specified in its charter)
BERMUDA 000-23427 NOT APPLICABLE
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification Number)
incorporation or
organization)
VICTORIA HALL, THIRD FLOOR
11 VICTORIA STREET
HAMILTON, HM 11, BERMUDA
(Address of principal executive offices)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (441) 295-7556
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Item 5. Other Events.
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The Board of Directors of the registrant announced it had unanimously
elected Stephen A. Crane as President and Chief Executive Officer, effective
November 1, 1999. On November 3, 1999, the registrant issued the press
release filed as Exhibit 99.1 hereto.
Item 7. Financial Statements and Exhibits.
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Exhibit Description
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99.1 Press Release issued November 3, 1999
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on behalf of the
undersigned hereunto duly authorized.
Dated: November 3, 1999
STIRLING COOKE BROWN HOLDINGS LIMITED
By: /s/George W. Jones
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George W. Jones
Chief Financial Officer
and Director
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EXHIBIT INDEX
Exhibit Description
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99.1 Press Release issued November 3, 1999
EXHIBIT 99.1
Stirling Cooke Names New CEO; Stephen A. Crane Appointed President & Chief
Executive Officer
HAMILTON, Bermuda, Nov. 3 /PRNewswire/ -- Stirling Cooke Brown Holdings
Limited (Nasdaq: SCBHF) today announced the unanimous election by its Board
of Directors of Stephen A. Crane as President & Chief Executive Officer,
effective immediately. Stirling Cooke's Chief Operating Officer, Len Quick,
who has served as interim Chief Executive Officer since July 8, made the
announcement for the Company. Mr. Quick will continue as Chief Operating
Officer, and Nicholas Mark Cooke will retain his role as non-executive
chairman.
Mr. Crane's experience in the insurance and reinsurance field, which spans
more than 24 years, includes positions as chief executive officer of a
publicly traded specialty property-casualty holding company; chief
executive officer of a leading reinsurance intermediary firm; and chief
financial officer of a major insurance broker, including responsibility for
merger and acquisition activities.
Prior to joining Stirling Cooke, Mr. Crane served for five years as
President & Chief Executive Officer of Gryphon Holdings Inc., a specialty
property-casualty underwriting organization that was acquired earlier this
year by Markel Corporation. Previously, Mr. Crane was President & Chief
Executive Officer of Willis Corroon Corporation's Reinsurance Brokerage
Group and of its main unit, G.L. Hodson & Son, Inc., after having been
Chief Financial and Planning Officer of Corroon & Black Corporation, a
predecessor of Willis Corroon. Before joining Corroon & Black, he was
Senior Vice President and Chief Financial Officer of Orion Capital
Corporation. Mr. Crane, 54, is a graduate of Princeton University and the
Harvard Graduate School of Business Administration.
"Stephen Crane possesses exceptional knowledge of the business and has an
established record of accomplishment in the property-casualty insurance and
reinsurance fields," Len Quick commented. "He also has outstanding
credentials in strategic planning and implementation. These strengths will
serve our Company well."
Mr. Crane stated, "Len Quick and his team have done an excellent job of
addressing the issues that have challenged Stirling Cooke in its main area
of specialization. Much restructuring and streamlining has been
accomplished but we recognize that much remains to be done to return the
company to its historic levels of profitability. With Len and other key
managers, we will create a new vision for the Company and execute a
strategic plan that will capitalize on our strengths and create greater
value for shareholders.
"While we are optimistic about our longer-term prospects, we anticipate
reporting results for the balance of 1999 that will reflect some of the
restructuring and other costs required to restore attractive returns on
shareholders' investment," Mr. Crane concluded.
Stirling Cooke Brown Holdings Limited is a Bermuda holding company that,
through its subsidiaries, provides risk management services and products
predominantly to small- and mid-sized businesses, including those seeking
cost-effective alternatives to traditional commercial insurance for certain
of their risk exposures. In addition, Stirling Cooke arranges reinsurance
for its products as well as for those offered by independent insurance
carriers and reinsurance companies active in the workers' compensation,
occupational accident and health, and casualty insurance markets.
Stirling Cooke Brown Holdings Limited Ordinary Shares are quoted on the
Nasdaq market under the symbol "SCBHF."
Statements in this press release which are other than historical facts are
intended to be "forward-looking statements" within the meaning of the
Securities Exchange Act of 1934, the Private Securities Litigation Reform
Act 1995 and other related laws, and include, but are not limited to, those
statements relating to the Company's beliefs, expectations, and estimates
concerning 1999. While the Company believes such statements are reasonable,
the actual results could differ materially from those currently
anticipated. Factors and risks that could cause such differences include,
but are not limited to, the factors set forth above, as well as the
conditions in the workers compensation market, the availability of
reinsurance, competition, outcomes of legal proceedings, regulation and
other factors. The cautionary statements contained in Exhibit 99 to the
Company's Form 10-Q for the quarter ended June 30, 1999 are incorporated
herein by reference.
