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19 June 2014News

Aspen shareholders given white card to force through deal

Endurance is contacting Aspen shareholders directly in an attempt to force a decision regarding its proposal to increase the size of Aspen’s board and authorise support for its scheme of arrangement as it looks to forge ahead with its hostile M&A move.

Endurance is looking to increase the size of Aspen’s board from 12 to 19 directors and is hoping to use a scheme of arrangement to force a decision on its acquisition offer that would by-pass the Aspen board.

Endurance has sent Aspen shareholders a white card along with a letter outlining its position, which if signed, will back Endurance’s proposals and is intended to force Aspen’s directors to “engage immediately in good faith discussions with Endurance regarding our proposed transaction”.

The letter forms the latest step in Endurance’s efforts to work around what is describes as the ‘entrenched position’ of Aspen board and management.

Endurance took the opportunity to once again attack the Aspen board and its perceived lack of alignment with shareholders goals, as well as its “history of underperformance and resistance to change”.

The letter re-iterates Endurance’s increased $3.2 billion proposal – or $49.50 per Aspen share – which Endurance says represents a 19.5 percent premium on Aspen’s all-time high share price. The letter added that “Aspen shareholders deserve the opportunity to have their voices heard on this value-enhancing combination”.

Endurance argue that their merger proposal will deliver increased scale and market presence, greater product and geographical diversification, enhanced profit potential and a strengthened balance sheet and capital position.

Endurance will be hoping that its white card approach will trigger concrete action, with the company arguing that its proposals will deliver “a highly attractive premium and the opportunity for future value”.

Endurance reiterated its desire to meet with Aspen’s board to discuss its proposal. It sees its white card approach to Aspen shareholders as a means to open discussions.

Aspen continues to argue that the acquisition is unattractive to Aspen and its shareholders.