<PAGE> 1
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)
November 8, 1995
W.R. BERKLEY CORPORATION
-----------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 0-7849 22-1867895
---------------------- ------------------- ---------------
(State of incorporation (Commission File No.) (I.R.S. Employer
or organization) Identification No.)
165 Mason Street, P.O. Box 2518
Greenwich, Connecticut 06836-2518
- --------------------------------------- ---------------
(Address of principal executive offices) Zip Code
Registrant's telephone number, including area code: 203-629-3000
<PAGE> 2
Item 2. Acquisition or Disposition of Assets.
On November 8, 1995, W.R. Berkley Corporation (the
"Company"), Berkley Newco Corp. and MECC, Inc. ("MECC")
consummated the transactions contemplated by an Agreement and
Plan of Merger, dated as of September 14, 1995, pursuant to
which MECC became a wholly-owned subsidiary of the Company.
MECC is an insurance holding company which, through its sole,
wholly-owned subsidiary, Midwest Employers Casualty Company,
markets and underwrites excess workers' compensation insurance.
Former holders of MECC common stock, options and warrants
received an aggregate amount in cash equal to $141,467,014,
constituting $138,000,000 plus interest thereon at the rate of
7% per annum from July 1, 1995 through the closing date, which
amount was determined as a result of arm's length negotiations
between representatives of each of the Company and MECC. In
connection with the acquisition, the Company prepaid
approximately $18.1 million of MECC's outstanding indebtedness
and agreed to redeem approximately $1.4 million aggregate
principal amount of MECC's outstanding subordinated debentures.
The acquisition of MECC was financed with the net
proceeds from the public offering of 3,450,000 shares of common
stock, par value $.20 per share, of the Company, which was
consummated on October 12, 1995.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
(a) Financial statements of MECC, Inc.
*Independent Auditors' Report
*Consolidated Balance Sheets as of December 31, 1993 and 1994
*Consolidated Statements of Income for the years ended December
31, 1992, 1993 and 1994
*Consolidated Statements of Changes in Stockholders' Equity for
the years ended December 31, 1992, 1993 and 1994
*Consolidated Statements of Cash Flows for the years ended
December 31, 1992, 1993 and 1994
*Notes to Consolidated Financial Statements
*Incorporated by reference to Item 7(a) of the Current Report
on Form 8-K of W.R. Berkley Corporation, dated September 14,
1995, as filed with the Securities and Exchange Commission
on September 18, 1995.
Consolidated Balance Sheets as of December 31, 1994 and
September 30, 1995 (Unaudited)
Consolidated Statements of Income for the nine months ended
September 30, 1994 and 1995 (Unaudited)
Consolidated Statements of Changes in Stockholders' Equity
for the nine months ended September 30, 1994 and 1995
(Unaudited)
Consolidated Statements of Cash Flows for the nine months ended
September 30, 1994 and 1995 (Unaudited)
Notes to Interim Consolidated Financial Statements
(b) Pro forma financial information.
Pro Forma Condensed Consolidated Balance Sheet at September
30, 1995
Pro Forma Condensed Consolidated Statement of Operations for
the Nine Months ended September 30, 1995
<PAGE> 3
(c) Exhibits.
The following Exhibits are filed as part of this report.
Exhibit 2.1. Agreement and Plan of Merger, dated as of
September 14, 1995, by and among W.R. Berkley
Corporation, Berkley Newco Corp. and MECC,
Inc. (incorporated by reference to Exhibit 2.1
to the Current Report on Form 8-K of W.R.
Berkley Corporation, dated September 14, 1995,
as filed with the Securities and Exchange
Commission on September 28, 1995).
Exhibit 20.1. Financial statements of MECC, Inc.:
*Consolidated Balance Sheets as of December
31, 1993 and 1994
*Consolidated Statements of Income for the
years ended December 31, 1992, 1993
and 1994
*Consolidated Statements of Changes in
Stockholders' Equity for the years ended
December 31, 1992, 1993 and 1994
*Consolidated Statements of Cash Flows for the
years ended December 31, 1992,
1993 and 1994
*Notes to Consolidated Financial Statements
*Incorporated by reference to Item
7(a) of the Current Report on Form
8-K of W.R. Berkley Corporation, dated
September 14, 1995, as filed with the
Securities and Exchange Commission on
September 18, 1995.
Exhibit 99.1. Press Release issued by W.R. Berkley
Corporation, dated November 8, 1995.
<PAGE> 4
MECC, Inc. and Subsidiary
Interim Consolidated Statements of Income
For Nine months ended September 30, 1994 and 1995 (Unaudited)
(Dollars in thousands, except share amounts)
<TABLE>
<CAPTION>
1994 1995
---- ----
<S> <C> <C>
Revenues:
Gross premiums written $ 70,514 $ 61,771
Less:
Ceded reinsurance premiums 4,584 4,520
Increase in unearned premiums, net 5,067 1,462
---------- ----------
Net premiums earned 60,863 55,789
Net investment income 13,319 16,666
Net realized investment gains 388 133
---------- ----------
74,570 72,588
---------- ----------
Expenses:
Losses and loss expenses 33,598 31,005
Salaries and employee benefits 2,311 2,486
Commissions to agents 9,799 9,179
Taxes, licenses, and fees 2,692 2,579
Other underwriting expenses 1,411 1,779
Interest expense 856 1,366
---------- ----------
50,667 48,394
---------- ----------
Income before provision for income taxes 23,903 24,194
Provision for income taxes:
Current 4,258 4,751
Deferred 3,261 2,621
---------- ----------
Total income tax 7,519 7,372
Net income $ 16,384 $ 16,822
========== ==========
Net income per share $ 1.98 $ 2.03
Weighted average common and common
equivalent shares 8,278,244 8,269,894
</TABLE>
See accompanying notes to interim consolidated financial statements.
<PAGE> 5
MECC, Inc. and Subsidiary
Interim Consolidated Balance Sheets
December 31, 1994 and September 30, 1995 (Unaudited)
<TABLE>
<CAPTION>
1994 1995
---- ----
<S> <C> <C>
Assets
Investments:
Fixed maturities:
Available for Sale at fair value (amortized cost -
$59,939, in 1994 and $58,709 in 1995) 54,076 58,483
Held to maturity at amortized cost (fair value-
$222,114 in 1994 and $278,252 in 1995 231,080 268,688
------- -------
Total fixed maturities 285,156 327,171
Equity securities at fair value (cost - $8,382 in 1994
and $10,069 in 1995) 8,949 12,238
------- -------
Total investments 294,105 339,409
------- -------
Other assets:
Cash and cash equivalents 5,155 6,419
Premiums receivable, net of allowance for doubtful
accounts of $92 in 1994 and $82 in 1995, respectively 7,061 9,092
Reinsurance recoverable on losses and loss expenses:
Paid claims 9 11
Unpaid claims 35,659 42,203
Accrued investment income 5,293 5,323
Prepaid reinsurance premiums 2,026 2,094
Deferred acquisition costs 5,454 5,588
Furniture, fixtures and equipment, net 831 971
Intangible assets, net 188 148
Other assets 666 680
------- -------
Total other assets 62,342 72,529
------- -------
Total assets 356,447 411,938
------- -------
Liabilities and Stockholder's Equity
Losses and loss expenses 178,252 207,523
Unearned premiums 27,281 28,811
Accrued operating expenses 2,343 1,974
Accrued interest on notes payable 220 234
Reinsurance Premium Payable 1,238 1,471
Federal income tax payable 3,371 94
Funds held under reinsurance treaties 59 62
Amounts withheld for the account of others 1,162 1,658
Deferred federal income taxes 18,145 23,299
Revolving credit facility 16,350 18,150
Subordinated debentures 2,669 1,778
------- -------
Total liabilities 251,090 285,054
------- -------
Commitments and contingencies
Stockholders' equity
Common stock:
Class B, no par value; authorized 18,100,000
shares, issued and outstanding 5,989,375
shares in 1994 and 1995 11,218 11,218
Class C, no par value; authorized 1,900,000
shares, issued and outstanding 1,848,475
shares in 1994 and 1995 10,230 10,230
Unrealized gain (loss) on securities, net of tax (3,442) 1,263
Retained earnings 87,351 104,173
------- -------
Total stockholders' equity 105,357 126,884
------- -------
Total liabilities and stockholders' equity 356,447 411,938
======= =======
</TABLE>
See accompanying notes to interim consolidated financial statements.
<PAGE> 6
MECC, Inc. and Subsidiary
Interim Consolidated Statements of Changes In Stockholders' Equity
Nine months ended September 30, 1994 and 1995 (Unaudited)
(Dollars in thousands, except share amounts)
<TABLE>
<CAPTION>
Common Stock
------------------------------------------------- Unrealized
Class B Class C gain on
----------------------- ---------------------- securities, Retained
Shares Amount Shares Amount net earnings
--------- ---------- --------- ---------- ---------- ----------
<S> <C> <C> <C> <C> <C> <C>
September 30, 1994
Balance - December 31, 1993 5,989,375 11,218 1,848,475 10,230 1,593 60,032
Net Income 16,384
Unrealized (loss) - equity and available for
sale securities (4,222)
--------- ---------- --------- ---------- ---------- ----------
Balance, September 30, 1994 5,989,375 $ 11,218 1,848,475 $ 10,230 ($ 2,629) $ 76,416
========= ========== ========= ========== ========== ==========
September 30, 1995
Balance - December 31, 1994 5,989,375 11,218 1,848,475 10,230 (3,442) 87,351
Net Income 16,822
Unrealized (loss) - equity and available for
sale securities 4,705
--------- ---------- --------- ---------- ---------- ----------
Balance, September 30, 1995 5,989,375 $ 11,218 1,848,475 $ 10,230 $ 1,263 $ 104,173
========= ========== ========= ========== ========== ==========
</TABLE>
See accompanying notes to interim consolidated financial statements.
<PAGE> 7
MECC, Inc. and Subsidiary
Interim Consolidated Statements of Cash Flows
Nine Months Ended September 30, 1994 and 1995 (Unaudited)
(Dollars in thousands)
<TABLE>
<CAPTION>
1994 1995
---- ----
<S> <C> <C>
Cash flows from operating activities
Net Income 16,384 16,822
Adjustments to reconcile net income to net
cash provided by operating activities:
Depreciation and amortization 234 276
Loss on disposal of furniture, fixtures and equipment -- 3
Net amortization of bond discount (60) (73)
Provision for deferred income taxes 3,261 2,621
Net realized investment gains (388) (133)
Changes in assets and liabilities:
Premiums receivable (3,378) (2,031)
Reinsurance recoverable on losses and loss
expenses, paid and unpaid (9,907) (6,546)
Accrued investment income 53 (30)
Federal income tax recoverable 274 --
Prepaid reinsurance premiums (1,132) (68)
Deferred acquisition costs (862) (134)
Deferred costs, net (553) --
Other assets (179) (14)
Losses and loss expenses 36,747 29,271
Unearned premiums 6,199 1,530
Accrued operating expenses 386 (369)
Accrued interest on notes payable (327) 14
Reinsurance premiums payable 471 233
Federal income tax payable -- (3,277)
Funds held under reinsurance treaties 49 3
Amounts withheld for the account of others 85 496
-------- --------
Net cash provided by operating activities 47,357 38,594
-------- --------
Cash flows from investing activities:
Fixed maturities:
Proceeds from sale or redemption of assets available for sale 1,521 1,250
Purchase of assets available for sale (18,352) --
Proceeds from sale or redemption of assets held to maturity 6,383 7,943
(See note 1)
Purchase of assets held to maturity (34,305) (45,407)
Equity securities:
Proceeds from sale or redemption of equity securities 252 44
Purchase of equity securities (1,652) (1,687)
Purchase of furniture, fixtures, and equipment (285) (373)
-------- --------
Net cash used in investing activities (46,438) (38,230)
-------- --------
Cash flows from financing activities:
Proceeds from revolving credit facility 7,700 1,800
Payment of principal on subordinated debentures and note
payable to bank (10,200) (900)
-------- --------
Net cash provided by (used in) financing activities (2,500) 900
-------- --------
Net increase (decrease) in cash and cash equivalents (1,581) 1,264
Cash and cash equivalents:
Beginning of period 4,739 5,155
-------- --------
End of period $ 3,158 $ 6,419
======== ========
</TABLE>
<PAGE> 8
MECC, Inc. and Subsidiary
Notes to Interim Consolidated Financial Statements (Unaudited)
(1) General
The interim consolidated financial statements have been prepared on the
basis of generally accepted accounting principles and, in the opinion of
management, reflect all adjustments (consisting of normal recurring
accruals) necessary for a fair presentation of results for such periods.
The results of operations and cash flows for any interim period are not
necessarily indicative of results for the full year. These financial
statements should be read in conjunction with the consolidated financial
statements as of December 31, 1993 and 1994, and for each of the years in
the three-year period ended December 31, 1994, and related notes thereto,
presented elsewhere herein.
(2) During June 1995, the Company sold a bond with an amortized cost of
$1,008,011 from its held to maturity portfolio due to a significant
deterioration in the issuer's creditworthiness. The sale of the bond
generated a $19,999 realized gain.
<PAGE> 9
CONSOLIDATED PRO FORMA CONDENSED FINANCIAL INFORMATION OF THE COMPANY
The following tables present the Company's consolidated pro forma
condensed balance sheet as of September 30, 1995 assuming the acquisition of
MECC and Signet Star Holdings, Inc. (Signet Star) took place as of September 30,
1995 and pro forma condensed statements of operations for the nine months ended
September 30, 1995 assuming the acquisition took place as of January 1, 1995.
The pro forma consolidated financial data do not purport to represent what the
Company's financial position or results of operations actually would have been
had the Acquisitions and related financings in fact occurred on the dates
indicated, or to project the Company's financial position or results of
operations for any future date or period. The pro forma adjustments are based
upon available information and certain assumptions that the Company believes are
reasonable in the circumstances. Allocations are subject to valuation as of the
closing dates of the acquisitions and, accordingly, the final allocations will
be different from the amounts herein. The consolidated pro forma condensed
financial data should be read in conjunction with the financial statements of
the Company, including the notes thereto, incorporated by reference herein and
the other financial information incorporated by reference herein. The
acquisitions were accounted for as purchase transactions.
Balance sheet (in thousands):
<TABLE>
<CAPTION>
September 30, 1995
-----------------------------------------------------------
Pro forma Pro forma
Company Pro forma Pro forma Signet Star for the
as MECC as Acquisition Financing Acquisition acquisition &
reported reported adjustments adjustments adjustments financing
-------- -------- ----------- ----------- ----------- ---------
<S> <C> <C> <C> <C> <C> <C>
Total investments $2,161,304 $ 345,828 $9,564 (i) $(16,000) (c) -- 2,500,696
Total assets 3,867,725 411,938 15,584 (i)(ii) (16,000) (742,227)(w)(y) 3,537,020
Reserve for losses
and loss expenses 2,148,449 207,523 1,000 -- (735,144)(y) 1,621,828
Corporate debt 255,141 -- -- -- -- 255,141
Subsidiary debt 67,076 19,928 -- (19,640)(b) -- 67,364
Minority Interest 75,069 -- -- -- (72,583) 2,486
Stockholders' equity 682,919 126,884 (126,884) 145,107 (a) 65,500 (z) 893,526
</TABLE>
<PAGE> 10
Statement of operations (in thousands):
<TABLE>
<CAPTION>
Nine months ended September 30, 1995
----------------------------------------------------------------------------------
Pro forma Proforma
Company MECC Proforma Proforma Signet Star for the
as as Acquisition Financing Acquisition acquisition &
reported reported adjustments adjustments adjustments financing
-------- -------- ----------- ----------- ----------- ---------
<S> <C> <C> <C> <C> <C> <C>
Net premiums written $ 642,206 $57,251 $ -- $ -- -- $ 699,457
Net investment income 96,332 16,666 -- (804)(c) -- 112,194
Total revenues 737,267 72,588 -- (804)(c) -- 809,051
Operating costs and expenses:
Losses and loss expenses (415,435) (31,005) -- -- -- (446,440)
Other operating costs &
expenses (241,962) (16,023) (170)(ii) -- 2,552 (w) (255,603)
Interest expense (21,216) (1,366) -- 1,366 (b) -- (21,216)
--------- --------- -------- --------- -------- ---------
Income before income taxes &
minority interest 58,654 24,194 (170) 562 2,552 85,792
Federal income tax
(expense) benefit (11,291) (7,372) -- (197) 383 (x) (18,477)
--------- --------- -------- --------- -------- ---------
Income before minority
interest 47,363 16,822 (170) 365 2,935 67,315
Minority Interest (3,627) -- -- -- 3,649 22
--------- --------- -------- --------- -------- ---------
Net income before
preferred dividends 43,736 16,822 (170) 365 6,584 67,337
Preferred dividends (8,297) -- -- -- (3,870)(z) (12,167)
--------- --------- -------- --------- -------- ---------
Net income attributable to
common stockholders $ 35,439 $ 16,822 $ (170) $ 365 $ 2,714 $ 55,170
========= ========= ======== ========= ======== =========
Net income per share $ 2.12 $ $ $ $ $ 2.74
=========
Average shares outstanding 16,693 3,450 (a) 20,143
========= ========= =========
</TABLE>
<PAGE> 11
NOTES TO CONSOLIDATED PRO FORMA CONDENSED FINANCIAL INFORMATION
(1). Pro Forma adjustments for the acquisition of MECC
The pro forma adjustments for the acquisition reflect: (i) an adjustment
to mark all investments to fair market value; (ii) recognition of excess
of cost over net assets acquired, and (iii) an adjustment to reflect
reserves discounted based on the U. S. Treasury yield curve weighted for
the expected payout period of the loss reserves as of September 30, 1995.
Allocations are subject to valuation as of the closing date of the
acquisition and, accordingly, the final allocations will be different from
the amounts herein.
(i) Mark-to-Market investments:
<TABLE>
<S> <C>
Investments at fair market value $ 348,973
Carrying value of investments 339,409
-----------
$ 9,564
===========
(ii) Excess of cost over net assets acquired:
Purchase price $ 141,467
MECC equity (126,884)
Net purchase adjustments (5,566)
-----------
$ 9,017
===========
</TABLE>
The excess of cost over net assets acquired will be amortized over 40
years which results in amortization expense of $170 for the nine
months ended September 30, 1995.
(iii) Reserve adjustment to reflect reserves discounted to approximately
6.85% as of September 30, 1995.
(2) Proforma adjustments for the financing
The pro forma adjustments for the financing reflect: (a) the issuance of
3,450,000 shares of Berkley common stock at $43.75 per share (net of
underwriting discount and expenses); (b) the retirement of MECC's outstanding
indebtness, and (c) the net cash required to complete the acquisition of MECC
and the retirement of MECC's outstanding indebtedness.
(a) Issuance of Common Stock:
<TABLE>
<S> <C>
Shares of Common Stock 3,450
Price per share $ 43.75
--------
Gross proceeds 150,938
Underwriting discount and expenses (5,831)
--------
Net proceeds $145,107
========
</TABLE>
(b) Retirement of MECC's outstanding indebtedness
(c) Net cash required to complete the acquisition of MECC and retire
MECC's outstanding indebtedness
<TABLE>
<S> <C>
Purchase price $ 141,467
Retirement of MECC outstanding
indebtedness 19,640
----------
Total cash required 161,107
Net proceeds of sale of
Common Stock (145,107)
----------
Net cash required $ 16,000
==========
</TABLE>
Net investment income will be affected by the use of the Company's
available cash to finance the acquisition of MECC. The Company's
average rate of return on investments of 6.7% for the nine months ended
September 30, 1995 was used in calculating the effect in investment
income. This resulted in a charge of $804.
<PAGE> 12
(3) Pro forma adjustments for the acquisition of Signet Star Holdings, Inc.
On July 20, 1995, the company entered into an Agreement and Plan of
Restructuring with General Re Corporation ("General Re") pursuant to which the
company would purchase from General Re all of the capital stock of Signet Star
Holdings, Inc. ("Signet Star") owned by General Re. As a result of a 1993
venture between the two companies, the company currently owns 60% and General Re
currently owns 40% of Signet Star.
The pro forma adjustments for the acquisition of Signet Star reflect; (w) the
adjustment to fair value the $68,000,000 aggregate liquidation preference of the
Series B Cumulative Redeemable Preferred Stock to be issued by the Company to
General Re and the recognition of the excess of net assets acquired over cost;
(x) the inclusion of Signet Star Holdings in the Company's consolidated tax
return; (y) the sale of Signet Star Reinsurance Company to General Re; and (z)
the issuance of 450,000 shares of Series B Cumulative Redeemable Preferred Stock
to General Re:
(w) Fair value of Preferred Stock and excess of net assets acquired over cost:
<TABLE>
<S> <C>
Purchase price $ 68,800
Fair value adjustment (3,300)
--------
Preferred Stock at fair value 65,500
Book value at September 30, 1995 72,583
--------
Excess of net assets acquired over cost $ 7,083
========
</TABLE>
The accounting for the issuance of the Preferred Stock requires that a market
rate of interest, not the contractual rate, be used to establish fair value. The
excess of net assets acquired over cost will result in a reduction in intangible
assets, the effect of which would have been to reduce the Company's other
operating costs and expenses by $2,552,000 for the nine months ended September
30, 1995.
(x) The tax adjustment is to reflect Signet Star Holding's inclusion in
the Company's consolidated federal income tax return.
(y) Sale of Signet Star Reinsurance Company to General Re
In connection with the formation of Signet Star, Signet and Signet Star
Reinsurance Company each entered into a Retrocessional Agreement (the
"Retrocessional Agreement") with Admiral Insurance Company ("Admiral") and
General Reinsurance Corporation ("GRC"), respectively, pursuant to which Signet
Reinsurance Company and Signet Star Reinsurance Company reinsured their
respective liabilities and assigned their respective rights and obligations
arising from any insurance or reinsurance contracts written prior to January 1,
1993 with and to Admiral and GRC, respectively. Under current accounting
principles, the business ceded to GRC under the Retrocessional Agreement is
treated as "retroactive" reinsurance (i.e. reinsurance of a loss which had
occurred before the reinsurance became effective). Under such accounting
principles, the Company reports reserves for losses and loss expenses gross of
reinsurance and reinsurance ceded for unpaid losses and loss adjustment expense
is reported as due from reinsurers.
Pursuant to the Agreement and Plan of Restructuring, Signet Star Holdings will
sell Signet Star Reinsurance Company to General Re. As a result of this
transaction, business written by Signet Star Reinsurance Company prior to
January 1, 1993, which has been retroceeded to General Re, will no longer be
reflected in the Company's financial statements. The only effect to the
Company's financial statements resulting from this aspect of the transaction
will be that the Company's reserves for losses and loss expenses will be reduced
by $735,144,000 and "due from reinsurers" will be reduced by the same amount.
This aspect of the transaction will not effect the Company's cash flow,
stockholders' equity or statements of operations as reported.
(z) Issuance of 450,000 shares of Series B Cumulative Redeemable Preferred
Stock
As stated above the company will issue to General Re 450,000 shares of Series B
Cumulative Redeemable Preferred Stock. The preferred stock will have a dividend
rate increasing up to 6% during the first twelve months after issuance. The rate
is thereafter subject to readjustment based on certain predetermined conditions.
The preferred stock will be carried at its fair value of $65,500,000, based upon
the current estimate of the ultimate interest rate, and will be accreted to its
face value of $68,800,000. The preferred dividend expense for the nine months
ended September 30, 1995 would have been $3,870,000.
<PAGE> 13
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.
W.R. Berkley Corporation
------------------------
(Registrant)
Dated: November 21, 1995 By: /s/ William R. Berkley
------------------------
Name: William R. Berkley
Title: Chairman of the Board,
Chief Executive
Officer and President
15
<PAGE> 14
EXHIBIT INDEX
<TABLE>
<CAPTION>
Sequential
Exhibit Page No.
<S> <C> <C>
2.1. Agreement and Plan of Merger, dated as of September 14, 1995,
by and among W.R. Berkley Corporation, Berkley Newco Corp.
and MECC, Inc. (incorporated by reference to Exhibit 2.1 to
the Current Report on Form 8-K of W.R. Berkley Corporation,
dated September 14, 1995, as filed with the Securities and
Exchange Commission on September 28, 1995).
20.1. Financial Statements of MECC, Inc.:
*Independent Auditors' Report
*Consolidated Balance Sheets as of December 31, 1993 and 1994
*Consolidated Statements of Income for the years ended
December 31, 1992, 1993 and 1994
*Consolidated Statements of Changes in Stockholders' Equity
for the years ended December 31, 1992, 1993 and 1994
*Consolidated Statements of Cash Flows for the years
ended December 31, 1992, 1993 and 1994
*Notes to Consolidated Financial Statements
*Incorporated by reference to Item 7(a) of the Current
Report on Form 8-K of W.R. Berkley Corporation,
dated September 14, 1995, as filed with the
Securities and Exchange Commission on September 18, 1995.
99.1. Press Release issued by W.R. Berkley Corporation, dated
November 8, 1995.
</TABLE>
16
<PAGE> 1
W. R. BERKLEY CORPORATION NEWS
165 MASON STREET, P.O. BOX 2518 RELEASE
GREENWICH, CONNECTICUT 06836-2518
(203) 629-3000
FOR IMMEDIATE RELEASE CONTACT: Anthony J. Del Tufo
Senior Vice President
(203) 629-3000
Greenwich, Connecticut November 8, 1995
W.R. BERKLEY CORPORATION ANNOUNCES
THE ACQUISITION OF MECC, INC.
W. R. Berkley Corporation (NASDAQ: BKLY) today announced the closing of
the acquisition of MECC, Inc. Pursuant to a previously announced agreement, W.R.
Berkley Corporation paid MECC's stockholders approximately $138 million in cash
and also repaid approximately $20 million of MECC's outstanding indebtedness.
MECC, through its subsidiary, Midwest Employers Casualty Company ("Midwest"), is
a leading provider of excess workers' compensation coverages to self-insureds.
William R. Berkley, Chairman, CEO and President, stated, "We are very
pleased to add a company of Midwest's quality to our group. Midwest is led by an
outstanding management team and offers products that will greatly enhance our
presence in the expanding alternative market."
W.R. Berkley Corporation is an insurance holding company which, through
its subsidiaries, operates in four segments of the insurance business: regional
property casualty insurance; reinsurance; specialty lines of insurance; and
insurance services operations (which provide services to alternative insurance
market mechanisms).
