Enstar and Torus to Acquire Belgian Insurance Operations From Nationale Suisse

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Enstar and Torus to Acquire Belgian Insurance Operations From Nationale Suisse

Feb 5, 2015

HAMILTON, Bermuda, Feb. 5, 2015 (GLOBE NEWSWIRE) -- Enstar Group Limited (Nasdaq:ESGR) announced that today it has entered into a definitive agreement with Nationale Suisse to acquire its subsidiary, Nationale Suisse Assurance S.A. ("NAB"). NAB is a Belgium-based insurance company writing non-life specialty insurance and life insurance.

As part of the transaction, Enstar subsidiary Torus Insurance Holdings Limited will acquire NAB's two underwriting agencies, Vander Haeghen & C° and Arena. Vander Haeghen & C° specializes in luxury car and other specialist insurance products and Arena is a leading sports club insurance agency. In addition, Torus' A.M. Best A- rated European insurance platform will acquire the right to renew certain business currently underwritten by NAB, including the business placed by Vander Haeghen & C° and Arena, as well as other select lines. In connection with the transfer of certain of NAB's renewal business to Torus, NAB will be placed into an orderly run-off.

The total consideration for the transaction will be €33.7 million (approximately $38.5 million), which Enstar expects to finance from cash on hand. The seller, Nationale Suisse, has been part of the Helvetia Group since October 2014. The transaction is part of its planned withdrawal from the Belgian market. 

Completion of the transaction is conditioned on, among other things, regulatory approvals and satisfaction of various closing conditions. The transaction is expected to close during the second quarter of 2015.  

About Enstar

Enstar Group Limited and its operating subsidiaries acquire and manage diversified insurance businesses through a network of service companies in Bermuda, the United States, the United Kingdom, Continental Europe, Australia and other international locations. Enstar is a market leader in completing legacy acquisitions, having acquired over 65 companies and portfolios since its formation in 2001. Enstar's active underwriting businesses include the Atrium group of companies, which manage and underwrite specialist insurance and reinsurance business for Lloyd's Syndicate 609, and the Torus group of companies. For further information about Enstar, see www.enstargroup.com

About Torus

Torus Insurance Holdings Limited is an international, A- rated insurance group with six wholly owned insurance platforms, including Lloyd's Syndicate 1301. Torus underwrites business across the Property, Specialty and Casualty risk classes from operations in London, Continental Europe and the US. Torus is owned by Enstar, together with the Trident V funds managed by Stone Point Capital LLC and Dowling Capital Partners I, L.P. For further information about Torus, see www.torus.com.

This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include statements regarding the intent, belief or current expectations of Enstar, Torus and their respective management teams. Investors are cautioned that any such forward-looking statements speak only as of the date they are made, are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those projected in the forward-looking statements as a result of various factors. In particular, Enstar and Torus may not be able to complete the proposed transaction on the terms summarized above or other acceptable terms, or at all, due to a number of factors, including but not limited to the failure to obtain governmental and regulatory approvals or to satisfy other closing conditions. Important risk factors regarding Enstar may be found under the heading "Risk Factors" in Enstar's Form 10-K for the year ended December 31, 2013 and Form 10-Q for the three and six months ended June 30, 2014, and are incorporated herein by reference. Furthermore, Enstar and Torus undertake no obligation to update any written or oral forward-looking statements or publicly announce any updates or revisions to any of the forward-looking statements contained herein, to reflect any change in its expectations with regard thereto or any change in events, conditions, circumstances or assumptions underlying such statements, except as required by law.

CONTACT: Richard J. Harris

         (441) 292-3645



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Total acquisitive transactions since formation