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SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
Filed by the Registrant [X]
Filed by a Party other than the Registrant [_]
Check the appropriate box:
[_] Preliminary Proxy Statement
[_] Confidential, for Use of the Commission
Only (as Permitted by Rule 14a-6(e)(2))
[_] Definitive Proxy Statement
[_] Definitive Additional Materials
[X] Soliciting Material Pursuant to (S)240.14a-11(c) or (S)240.14a-12
TERRA NOVA (BERMUDA) HOLDINGS LTD.
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
[X] No fee required.
[_] Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
(1) Title of each class of securities to which transaction applies:
(2) Aggregate number of securities to which transactions applies:
(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11
(Set forth the amount on which the filing fee is calculated and state
how it was determined):
(4) Proposed maximum aggregate value of transaction:
(5) Total fee paid:
[_] Fee paid previously with preliminary materials.
[_] Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
(2) Form, Schedule or Registration Statement No.:
(3) Filing Party:
(4) Date Filed:
Notes:
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MARKEL CORPORATION AND TERRA NOVA (BERMUDA) HOLDINGS LTD. ANNOUNCE DATE FOR
SPECIAL MEETINGS OF SHAREHOLDERS
RICHMOND, Virginia and HAMILTON, Bermuda, February 9, 2000 -- Markel
Corporation (NYSE: MKL) and Terra Nova (Bermuda) Holdings Ltd. (NYSE: TNA),
today announced that they have set March 16, 2000 as the date for the
reconvening of special meetings of their shareholders to vote on the proposed
acquisition of Terra Nova by Markel. The Markel Special Meeting will be held in
the Markel American Building, 4501 Highwoods Parkway, Glen Allen, Virginia
beginning at 10:00 a.m. The Terra Nova Special General and Court Meetings will
be held at Richmond House, 12 Par-La-Ville Road, Hamilton HM 08, Bermuda
beginning at 10:00 a.m. local time. The record date for the Markel Special
Meeting is December 20, 1999 and the record date for the Terra Nova Special
General and Court Meetings is December 23, 1999.
The companies also announced that all required regulatory approvals for the
transactions have been received other than approval by the Bermuda Supreme
Court, as required by Bermuda law. A hearing has been scheduled before the
Court on March 23, 2000. The companies plan to close the transaction on March
24, 2000, if shareholder approvals and the Bermuda Supreme Court approval are
obtained and other closing conditions are satisfied.
Markel Corporation markets and underwrites specialty insurance products and
programs to a variety of niche markets. In each of these markets, the Company
seeks to provide quality products and excellent customer service so that it can
be a market leader. The financial goals of the Company are to earn consistent
underwriting profits and superior investment returns to build shareholder value.
Terra Nova (Bermuda) Holdings Ltd. is the holding company for five wholly
owned operating entities -- Terra Nova Insurance Company Limited in the UK,
Terra Nova (Bermuda) Insurance Company Ltd., Corifrance in Paris, and Terra Nova
Capital Limited and Octavian Syndicate Management Limited which manages six
Lloyd's syndicates in which the Company has a participation. Through these
companies, Terra Nova underwrites a diverse property, casualty, marine and
aviation insurance and reinsurance business on a worldwide basis.
Investors are urged to read the amendment to Markel Holdings'
Registration Statement on Form S-4 filed with the Securities and Exchange
Commission because it contains important information. The joint proxy
statement/prospectus included in the Markel Holdings' Registration Statement on
Form S-4 includes the identity of the participants in the solicitation and a
description of their direct or indirect interests. Investors can get these
documents when filed for free at the SEC's web site at http://www.sec.gov.
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CONTACTS:
Markel Corporation: Steven A. Markel, 804-747-0136
Terra Nova (Bermuda) Holdings Ltd.: John J. Dwyer, 441-292-7731
