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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
October 10, 1999
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Date of Report (Date of earliest event reported)
Capital Re Corporation
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(Exact name of registrant as specified in its
charter)
Delaware 1-10995 52-1567009
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(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation or organization) Number) Identification No.)
1325 Avenue of the Americas, New York, New York 10019
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code:
(212) 974-0100
Not Applicable
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(Former name or former address, if changed since last report)
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Exhibit Index is on page 4.
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CAPITAL RE CORPORATION
Item 5. Other Events.
On October 11, 1999, Capital Re Corporation issued a press release
which is included as Exhibit 99.1 hereto.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
99.1. Press Release, dated October 11, 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 its behalf by the
undersigned hereunto duly authorized.
CAPITAL RE CORPORATION
Date: October 12, 1999 By: /s/Alan S. Roseman
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Alan S. Roseman
Executive Vice President,
General Counsel and Secretary
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INDEX TO EXHIBITS
Exhibit
Number Exhibit Description
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99.1. Press Release, dated October 11, 1999.
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Exhibit 99.1
Contact: NEWS RELEASE
David A. Buzen
Chief Financial Officer
Catherine C. Bailey
Director of Communications
212-974-0100
CAPITAL RE ANNOUNCES DEVELOPMENTS REGARDING ITS
PROPOSED MERGER WITH ACE LIMITED
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NEW YORK, NY, October 11, 1999--Capital Re Corporation (NYSE: KRE) announced
that ACE Limited had exercised its rights obtained in connection with ACE's
June, 1999 $75 million investment in Capital Re to require the Capital Re Board
to elect two new members designated by ACE. These new members, Dominic Frederico
and Donald Kramer, are executive officers of ACE, and were elected to the
Capital Re Board at a special meeting held on Sunday October 10 at Capital Re's
offices in New York City. With the addition of the two new members, the Capital
Re Board now consists of nine members.
Capital Re and ACE are parties to a Merger Agreement that was scheduled to be
voted upon by Capital Re shareholders at a meeting on October 7, 1999. On
October 6, Capital Re received an unsolicited acquisition proposal from XL
Capital Ltd., and the Capital Re Board determined to postpone the shareholder
vote to permit the Board to evaluate the XL proposal. As announced by XL,
Capital Re has held discussions with XL concerning its proposal under a
confidentiality agreement signed on October 6. The current XL proposal was
considered at the special meeting of Capital Re's Board on October 10. The Board
of Directors of Capital Re remains subject to the terms and conditions of its
Merger Agreement with ACE, including all conditions relating to the
consideration or possible acceptance of alternative proposals, and intends to
fulfill its contractual obligations in respect of those conditions and its
obligations to shareholders under applicable Delaware law. No date has yet been
set by the Capital Re Board for the convening of the postponed shareholder
meeting.
Capital Re is a specialty reinsurance group providing innovative solutions to
problems of financial risk and management. Capital Re's two principal divisions,
financial guaranty and financial risks, are engaged in the business of municipal
and non-municipal financial guaranty reinsurance, mortgage guaranty reinsurance,
title reinsurance, trade credit reinsurance and financial solutions.
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The statements contained in this release and statements that the Company
may make orally in connection with this release that are not historical facts
are forward-looking statements. Actual results may differ materially from those
projected in the forward-looking statements. These forward-looking statements
involve risks and uncertainties and investors are directed to the risks
discussed in documents filed by the Company with the Securities and Exchange
Commission.
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