NU Online News Service, April 10, 3:44 p.m.EDT

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Validus Holdings, Ltd. said it has filed preliminary proxymaterials with the U.S. Securities and Exchange Commission inconnection with its battle to acquire IPC Holdings, Ltd.

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In a statement, the Bermuda-based insurer said the materialswill be presented at IPC's annual shareholders meeting. Thematerials urge IPC shareholders to oppose the issuance of IPCshares in connection with the amalgamation (a stock for stockexchange under Bermuda law) agreement between IPC and Max CapitalGroup Ltd. All three insurers are Bermuda-based companies.

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"Validus believes it has made a 'Superior Proposal' for IPC andasks that IPC's shareholders oppose the clearly inferior proposalto combine IPC and Max," Ed Noonan, Validus' chairman and chiefexecutive officer, said in a statement.

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Mr. Noonan added, "We are confident that IPC's shareholders willrecognize the near- and long-term value of our proposal, whichoffers a premium for IPC shares and better long-term opportunitiesfor growth, and look forward to working toward the completion of acombination with IPC."

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Max and Validus have been engaged in a battle over acquiring IPCsince the end of March, when Validus made an unsolicited bid toacquire IPC. Max and IPC entered into a merger agreement at thebeginning of March.

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The Max and IPC deal is valued at $900 million and would giveIPC shareholders majority interest. The Validus deal is valued at$1.68 billion, but IPC shareholders would be minority owners.

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Both Max and Validus say they offer business diversificationbenefits. A combination with Max would bring liability businessinto the mix, while Validus deals in short-tailed business fromValidus Lloyd's operation, Talbot.

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No date has been set for the shareholders' vote.

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