NU Online News Service, April 29, 3:24 p.m. EST

Max Capital Group and Harbor Point Limited, announced that their respective shareholders have voted to merge the two firms in a deal valued at $3.5 billion.

Both Bermuda-based companies said completion of the transaction is expected to occur in the second quarter. The deal was announced last month.

Their combined company will be renamed and rebranded as Alterra Capital Holdings Limited and will trade on the NASDAQ Global Select market under the symbol ALTE and on the Bermuda Stock Exchange under the symbol ALTE.BH. Harbor Point was a privately held company.
Under the amalgamation agreement, holders of Harbor Point common shares will receive a fixed exchange ratio of 3.7769 Max common shares for each Harbor Point common share.

In addition, after closing, both Max and Harbor Point said they intend for the Alterra board of directors to declare a special cash dividend of $2.50 per share (approximately $300 million) to all shareholders of Alterra.

For the merged company W. Marston (Marty) Becker, Max chairman and chief executive officer will become Alterra's president and CEO and serve on its board of directors.

John R. Berger, Harbor Point director and CEO will become CEO of reinsurance for Alterra and vice chairman of Alterra's board. Mr. Berger will also chair the board's underwriting committee.

Michael O'Reilly, Harbor Point board chairman and former vice chairman and chief financial officer of The Chubb Corporation, will become Alterra's non-executive Chairman.

Mr. Becker said in a statement, "We are delighted that both Max and Harbor Point shareholders have recognized the significant benefits of bringing together these two great companies. We believe that Alterra will come out of the gate as a dynamic, financially strong, global company with approximately $3 billion of capital, and established and profitable insurance and reinsurance underwriting platforms in major markets worldwide."

Alterra, will be positioned to grow "opportunistically, and will have greater flexibility to manage capital with a view to providing shareholders with enhanced returns," he predicted.

Mr. Berger said, "We expect that, upon closing, Alterra will be ready to integrate quickly and provide seamlessly the same first class service and balanced risk-taking that our clients and business partners have come to expect."

A prior article on the merger can be seen at http://www.property-casualty.com/Issues/2010/March-8th-2010/Pages/Max-Capital-Harbor-Point-Agree-To-Merge.aspx?k=Max+Capital.

Max Capital Group has operated from offices in Bermuda, Ireland, the United States, Latin America, and at Lloyd's, Harbor Point Limited holding company has property and casualty reinsurance operations in Bermuda, the United States and United Kingdom

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