SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 6, 1999
ESG RE LIMITED
(Exact Name of Registrant as Specified in its Charter)
Bermuda 000-23481 Not Applicable
(State or Other Jurisdiction of (Commission File Number) (IRS Employer
Incorporation) Identification No.)
16 Church Street Not Applicable
Hamilton HM11, Bermuda (Zip Code)
(Address of Principal Executive Offices)
(441) 295-2185
(Registrant's telephone number, including area code)
(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. OTHER EVENTS.
In a news release dated October 6, 1999, ESG Re Limited (NASDAQ: ESREF)
announced the completion of its stock repurchase program previously announced on
May 12, 1999. ESG's Board of Directors has also authorized the occasional
repurchase of up to an additional 1,000,000 shares. The company expects to act
on this new authorization primarily after third quarter financial results are
announced on November 11, 1999.
ITEM 7. EXHIBITS.
Exhibit 99 News Release dated October 6, 1999 is attached.
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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 its behalf by the
undersigned hereunto duly authorized.
Dated: October 22, 1999
ESG RE LIMITED
By: /s/ Margaret L. Webster
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Margaret L. Webster
General Counsel
For Release Immediately
Contacts: ESG Re Limited
Joan Dillard
Chief Financial Officer
+49-40-3698-8620 (Germany)
e-mail: [email protected]
ESG Re Limited
Michael Nuenke
Treasurer
+353-1-675-0208 (Ireland)
e-mail: [email protected]
ESG RE LIMITED ANNOUNCES COMPLETION OF STOCK REPURCHASE PROGRAM
HAMILTON, BERMUDA, October 6, 1999 - ESG RE Limited (Nasdaq: ESREF) today
announced that it has completed its stock repurchase program announced on May
12, 1999, having purchased 695,400 shares of its outstanding common stock.
ESG also announced that the Board of Directors has authorized the
repurchase, from time to time, of up to an additional 1,000,000 shares. The
Company expects to begin to repurchase shares under this new authorization
primarily after the announcement of third quarter financial results scheduled
for November 11, 1999.
Mr. John C. Head III, Chairman and Chief Executive Officer, stated that the
company will continue to actively manage its capital base consistent with
maintaining a sound and conservative capital structure for the benefit of the
policyholders of its operating reinsurance subsidiaries.
ESG Re Limited provides medical, personal accident, credit life and
disability and special risks reinsurance to insurers and selected reinsurers on
a worldwide basis. The Company distinguishes itself by offering "intelligent
reinsurance" products and services that help its ceding clients to better manage
their risks. These include software solutions to particular underwriting
problems, actuarial support, product design, and, in the field of medical
expense reinsurance, loss prevention and disease management.
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Uncertainties related to forward looking statements. Certain statements in
this Press Release constitute "forward looking statements" within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Such forward-looking statements
involve known and unknown risks, uncertainties and other factors, which may
cause the actual results, performance or achievements of the company to be
materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements. Such factors include,
among other things, the following: The Company's lack of history as a reinsurer
and its increased scope of business; the company's dependence on key clients;
the volatility and unpredictability of the risks the company insures; the
cyclical nature of the reinsurance market; competition and the company's
evaluation by insurance rating agencies; changes in tax laws and regulations;
foreign currency fluctuation; and the adequacy of loss reserves. A further
discussion of factors that could affect the Company's results is included in
documents and reports filed by the Company with the Securities and Exchange
Commission.
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