This entry will acknowledge Validus' statements issued yesterday indicating that its current offer for is its "best and final offer."
Obviously, the Validus offer as it stands is indeed not the best offer it can make, but it certainly will be the final, failed offer unless the company has any intention of pursuing IPC via an improved offer.
With the enormous effort and cost Validus has already expended to this point, it is very difficult to conceive of the company simply maintaining its current inferior offer and hoping for the best. The company must now be acutely aware that IPCR shareholders will accept the FSR offer, thereby leaving Validus no choice but to at least match FSR or abandon its extraordinary efforts altogether.
In other words, Validus is expected to improve its offer despite it statements to the contrary yesterday.
July 2, 2009 - Flagstone Reinsurance Offer for IPCR Announced
Flagstone Reinsurance (FSR) yesterday announced a "superior" offer for IPCR. The terms are the offer are as follows:
"Flagstone will exchange 2.638 of new common shares for each IPC common share plus $5.50 per share in cash for total consideration of $33.62 compared to IPC Re?s price of $27.77 based on today?s closing common equity prices."
The FSR offer values IPCR at $33.62 a share, compared to the $28.86 per share Validus offer based on yesterday's closing prices.
Obviously, this is indeed a superior offer and one which will require Validus to increase its offer if it has any hope of completing a deal with IPCR. Regardless of Validus' re-iteration of its current offer, the company now has almost no choice but to match or improve upon the FSR offer.
IPCR is expected to ultimately respond favorably to FSR if Validus maintains its current position.
June 26, 2009 (9:40a) - Validus Receives Proxy Firm Support
Validus yesterday (6/25) announced the receipt of RiskMetrics Group recommendation in favor of a special IPCR shareholder meeting at which Validus intends to replace the IPCR Board of Directors.
Despite this development in Validus' favor, there continues to be little expectation that IPCR will simply reverse its stance in opposition to the current offer. Whether or not there is any substance to IPCR's recent claims of third-party interest, the perception of a potential superior offer should be enough to hold IPCR shareholder support of the Board in the short term.
In other words, any proxy firm support for Validus efforts at this point will probably not change the necessity for an increased offer. However, this could very quickly change if IPCR is unable to demonstrate valid interest from one or more third parties.