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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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November 25, 1996
Date of report (Date of earliest event reported)
American Re Corporation
(Exact name of registrant as specified in its charter)
DELAWARE 1-11688 13-3672116
(State of Other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation or organization) Identification No.)
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555 College Road East
Princeton, New Jersey 08543
(609) 243-4200
(Address including zip code, and telephone number, including area code, of
registrant's principal executive office)
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ITEM 5. OTHER EVENTS
On November 25, 1996, American Re Corporation (the "Company"), and Munchener
Ruckversicherungs-Gesellschaft Aktiengesellschaft In Munchen, a company
organized under the laws of Germany ("Munich Re"), announced that Munich Re had
completed its previously announced acquisition of the Company (the
"Acquisition"). As a result of the Acquisition, the outstanding shares of the
Company's common stock, $.01 par value, were converted into the right to
receive $65.00 per share in cash, and the Company has become a wholly owned
subsidiary of Munich Re.
A copy of the Press Release dated November 25, 1996 issued by the Company
relating to the Acquisition is filed as Exhibit 99 and is incorporated herein by
reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits.
99 Press Release dated November 25, 1996.
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 thereunto duly authorized.
AMERICAN RE CORPORATION
(Registrant)
/s/ ROBERT K. BURGESS
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Robert K. Burgess
Senior Vice President, General Counsel
and Secretary
Dated: November 25, 1996
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INDEX TO EXHIBITS
Page Number
in Sequential
Exhibit Numbering
No. Description System
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99.(a) Press Release dated November 25, 1996. 4
NEWS release
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[LOGO] [Letterhead of American Re]
For Immediate Release Contacts: Munich Re:
November 25, 1996 Rainer Kuppers
011-49-89-3891-2504
American Re:
Thomas H. Walker, Jr.
(609) 243-4679
MUNICH RE COMPLETES ACQUISITION OF AMERICAN RE
Princeton, NJ/Munich, Germany -- American Re Corporation (NYSE-ARN) and Munich
Reinsurance Company today announced that Munich Re has completed its acquisition
of American Re.
Commenting on the closing, Dr. Hans-Jurgen Schinzler, Chairman of the Board of
Management of Munich Re, said, "American Re fits Munich Re perfectly, in terms
of both our Group capabilities and our strategy: further improving service to
our clients, balancing the geographical spread of our overall reinsurance
business, and adding value for our shareholders. Already in the past we
successfully serviced a strong client base in the US through Munich American
Reinsurance Company and our US branch. But now we are very excited about
realizing new opportunities in the United States, the world's largest Insurance
market."
Paul H. Inderbitzin, Chairman and CEO of American Re, added, "American Re is
proud to be a member of the Munich Re Group. This enables us to bring all of the
expertise, products, services, capacity and talents of the Munich Re Group to
our clients. We believe this will be a very powerful combination for the
future."
Munich Re is the world's largest reinsurer. It operates from its head office in
Munich, Germany and through more than 60 reinsurance subsidiaries, branches,
service companies and liaison offices worldwide, serving insurers in more than
150 countries. Munich Re is also one of the largest German listed joint-stock
companies and its shares are included in the leading German stock market index,
the DAX 30.
American Re, through its wholly-owned subsidiaries, is a direct writer of treaty
and facultative reinsurance and related services. Based in Princeton, New
Jersey, it is, on a standalone basis, the third largest property-casualty
reinsurance company in the United States.
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With today's closing of the acquisition, Munich Re will pay US $65 in cash for
each share of American Re's common stock (on a fully-diluted basis), or about US
$3.3 billion in total consideration.