UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

Current Report Pursuant to Section 13 OR 15(d) of

The Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported)

March 27, 2009

 

Everest Re Group, Ltd.

 


(Exact name of registrant as specified in its charter)

 

Bermuda

1-15731

98-0365432

 

 

 

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

 

 

 

Wessex House – 2 nd Floor

45 Reid Street

PO Box HM 845

Hamilton HM DX, Bermuda

Not Applicable

 

 

 

(Address of principal executive offices)

(Zip Code)

 

Registrant’s telephone number, including area code 441-295-0006

 

Not Applicable

 

(Former name or former address, if changed since last report.)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 8.01          OTHER EVENTS.

 

On March 27, 2009, Everest Re Group, Ltd. announced the completion of its previously announced cash tender offer (the “Tender Offer”) to purchase any and all of its $400 million, 6.60% Fixed to Floating Rate Long Term Subordinated Notes (the “Notes”) due 2067.

 

Everest Reinsurance Holdings, Inc., an indirect, wholly-owned subsidiary of Everest Re Group, Ltd., and the issuer of the Notes purchased approximately 40% of the outstanding notes. This transaction reduced outstanding debt by $161.4 million at an approximate cost of $87 million including payment of accrued interest. The transaction will result in an estimated pre-tax gain of $74 million ($48 million after-tax), which will be reflected in first quarter 2009 results.

 

The Tender Offer expired at 5:00 p.m. New York City time on March 26, 2009, and was made pursuant to an Offer to Purchase dated March 19, 2009, and the related Letter of Transmittal. The offer price plus accrued and unpaid interest was paid to the tendering holders on March 27, 2009.

 

A total of $238.6 million in aggregate principal of the Notes remains outstanding and matures in 2067.

 

A copy of the news release announcing the Tender Offer is filed herewith as Exhibit 99.1.

 

Item 9.01

FINANCIAL STATEMENTS AND EXHIBITS

 

(d)

Exhibits

 

 

Exhibit No.

Description

 

 

99.1

News Release of the registrant, dated March 27, 2009

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

EVEREST RE GROUP, LTD.

 

 

 

By:

/S/ CRAIG EISENACHER

Craig Eisenacher

Executive Vice President and

 

Chief Financial Officer

 

 

Dated: March 31, 2009

 

 

 

EXHIBIT INDEX

 

Exhibit

Number

Description of Document

Page No.

 

99.1

News Release of the registrant,

 

dated March 27, 2009

5

 

 

 

 

 

 

 

N EWS R ELEASE


 

EVEREST RE GROUP, LTD.

Wessex House, 45 Reid Street, 2 nd Floor, Hamilton HM DX, Bermuda

 

Contact: Elizabeth B. Farrell

Vice President, Investor Relations

Everest Global Services, Inc.

908.604.3169

 

For Immediate Release

 

Everest Re Group, Ltd. Completes Tender Offer for its 6.60% Fixed to Floating Rate Long Term Subordinated Notes (LoTS SM ); Purchases Approximately 40% of the Issue

 

HAMILTON, Bermuda – March 27, 2009 -- Everest Re Group, Ltd. (NYSE: RE) today announced the completion of its previously announced cash tender offer to purchase any and all of its $400 million principal amount of 6.60% Fixed to Floating Rate Long Term Subordinated Notes (“LoTS SM ”) due 2067.

 

Everest Reinsurance Holdings, Inc., a wholly-owned subsidiary of Everest Re Group, Ltd. and the issuer of the LoTS SM , purchased approximately 40% of the outstanding notes. The transaction reduced outstanding debt by $161.4 million at an approximate cost of $87 million including payment of accrued interest. The transaction will result in an estimated pre-tax gain of $74 million ($48 million after-tax), which will be reflected in first quarter 2009 results.

 

The offer expired at 5:00 p.m. New York City time on March 26, 2009, and was made pursuant to an Offer to Purchase dated March 19, 2009, and the related Letter of Transmittal. The offer price, plus accrued and unpaid interest, will be paid to the tendering holders on March 27, 2009.

 

A total of $238.6 million in aggregate principal of the LoTS SM remains outstanding and matures in 2067.

 

This news release contains forward-looking statements within the meaning of the U.S. federal securities laws. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in the U.S. Federal securities laws. These

 

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statements involve risks and uncertainties that could cause actual results to differ materially from those contained in forward-looking statements made on behalf of the Company. These risks and uncertainties include the impact of general economic conditions and conditions affecting the insurance and reinsurance industry, the adequacy of our reserves, our ability to assess underwriting risk, trends in rates for property and casualty insurance and reinsurance, competition, investment market fluctuations, trends in insured and paid losses, catastrophes, regulatory and legal uncertainties and other factors described in our latest Annual Report on Form 10-K. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

Everest Re Group, Ltd. is a Bermuda holding company that operates through the following subsidiaries: Everest Reinsurance Company provides reinsurance to property and casualty insurers in both the U.S. and international markets. Everest Reinsurance (Bermuda), Ltd., including through its branch in the United Kingdom, provides reinsurance and insurance to worldwide property and casualty markets and reinsurance to life insurers. Everest National Insurance Company and Everest Security Insurance Company provide property and casualty insurance to policyholders in the U.S. Everest Indemnity Insurance Company offers excess and surplus lines insurance in the U.S. Additional information on Everest Re Group companies can be found at the Group’s web site at www.everestre.com .

 

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