Tower Group, Inc. (“Tower”; NASDAQ: TWGP) announced today that it has
fixed a record date and special meeting date for its stockholders to
consider and vote on the authorization and issuance of shares of Tower
common stock in connection with the merger of CastlePoint with and into
a wholly-owned subsidiary of Tower, as previously announced on August 4,
2008. In addition, CastlePoint Holdings, Ltd. (“CastlePoint”; NASDAQ:
CPHL) announced today that it has fixed a record date and special
general meeting date for its shareholders to consider and vote on the
merger.
Tower’s special meeting of stockholders will be held on January 28, 2008
at 10:00 A.M., Eastern time, at the Millenium Hilton, 55 Church Street,
New York, New York 10007. Tower’s stockholders of record at the close of
business on December 4, 2008, will be entitled to notice of, and to vote
at, the Tower special meeting. A definitive joint proxy
statement/prospectus for the Tower special meeting will be mailed to
stockholders of record on or about December 19, 2008.
CastlePoint’s special general meeting of members (shareholders) will be
held on January 27, 2008 at 10:00 A.M., Atlantic time, at the Fairmont
Hamilton Princess Hotel, 76 Pitts Bay Road, Hamilton, Bermuda.
CastlePoint shareholders of record at the close of business on December
4, 2008, will be entitled to notice of, and to vote at, the CastlePoint
special general meeting. A definitive joint proxy statement/prospectus
for the CastlePoint special general meeting will be mailed to
shareholders of record on or about December 19, 2008.
All required regulatory approvals have been addressed. On December 19,
the Securities and Exchange Commission (the “Commission”) declared
effective the registration statement on Form S-4 for the registration of
shares of Tower common stock to be issued in connection with the merger.
Tower and CastlePoint have received early termination of the waiting
period under the Hart Scott Rodino Antitrust Improvements Act of 1976,
as amended. In addition, the New York State Insurance Department has
advised that Tower is not required to obtain approval from it to close
the merger. The closing of the merger will not require approval
from any other insurance department or regulatory authority, including
the Florida Office of Insurance Regulation.
About Tower
Tower offers property and casualty insurance products and services
through its operating subsidiaries. Its insurance company subsidiaries
offer insurance products to individuals and small to medium-sized
businesses. Tower’s insurance services subsidiaries provide
underwriting, claims and reinsurance brokerage services to other
insurance companies.
About CastlePoint
CastlePoint, a Bermuda-based holding company, through its subsidiaries,
CastlePoint Reinsurance Company, CastlePoint Management Corp., and
CastlePoint Insurance Company, provides property and casualty insurance
and reinsurance business solutions, products and services to small
insurance companies and program underwriting agents in the United States.
Cautionary Note Regarding Forward-Looking Statements
The Private Securities Litigation Reform Act of 1995 provides a “safe
harbor” for forward-looking statements. This press release or any other
written or oral statements made by or on behalf of Tower and CastlePoint
may include forward-looking statements that reflect Tower’s and
CastlePoint’s current views with respect to future events and financial
performance. All statements other than statements of historical fact
included in this press release are forward-looking statements.
