Strategy International Insurance Group, Inc. Signs Letter of Intent to Acquire RS Group of Companies, Inc.
31 Mai 2005 - 2:01PM
Business Wire
Strategy International Insurance Group, Inc. (OTCBB:SGYI), a
provider of specialty lines of insurance, reinsurance and
structured risk underwriting focusing on credit risk and credit
enhancement, announced today that the company has signed a letter
of intent to acquire the outstanding shares of RS Group of
Companies, Inc. (OTCBB: RSGC). Management believes that the
long-term objectives of Strategy International and RS Group will
converge and that combining their strengths in a single
organization will lead to operational efficiencies and open up new
revenue opportunities for the surviving entity. Strategy
International has confirmed its intent to acquire all of the
outstanding shares of common stock, outstanding options and all
other outstanding equity securities of RS Group. The transaction is
subject to the negotiation and execution of a definitive merger
agreement and other definitive documents on terms and conditions
acceptable to Strategy International and RS Group, as well as
making all appropriate filings with the Securities and Exchange
Commission and other regulatory agencies, as may be required. It is
anticipated that Strategy International will offer approximately
U.S.$1.75 per share of common stock of RS Group. The price per
share of RS Group's common stock is subject to adjustment based on
the completion of a valuation of the company and receipt of a
fairness opinion, which could result in a material change in the
merger consideration. The parties have agreed to a 60-day
exclusivity period. "This acquisition will provide Strategy with
the resources to enhance further the company's global expansion. RS
Group's proven product expertise will be an exceptional addition to
the Strategy underwriting group," said Stephen Stonhill, President
and Chief Executive Officer of Strategy International. Commenting
on the announcement, John Hamilton, Chief Executive Officer of RS
Group of Companies, Inc. said "This amalgamation of two operations,
which have complementary abilities and similar long-term
objectives, indicates the ability of these two companies to
recognize yet another opportunity to expand their presence within
the insurance and reinsurance industry. We are excited to enter
into this affiliation and are confident that our combined strength
will enhance the ability of RS Group to fulfill its operational
goals." About Strategy International Insurance Group, Inc. Strategy
Insurance Limited ("Strategy"), a Barbados-formed and licensed
provider of specialty lines of insurance, reinsurance and
structured risk underwriting, focusing on credit risk and credit
enhancement, is a wholly-owned subsidiary of Strategy Holding
Company Limited, a Barbados company which is itself a wholly-owned
subsidiary of Strategy International Insurance Group, Inc. (OTCBB:
SGYI). Strategy conducts its insurance and reinsurance operations
principally through its subsidiary incorporated in Barbados, West
Indies. Strategy has offices in Barbados, London and Toronto. As of
January 31, 2005, Strategy international had approximately $158
million of assets on its balance sheet which gives the company the
ability to write gross premiums in excess of $300 million while
maintaining a conservative writings to assets ratio. About RS Group
of Companies, Inc. RS Group of Companies, Inc.
(http://www.rsgc.com) has developed and is implementing a strategy
to design, structure and sell a broad series of pass-through risk
specialty insurance and reinsurance platforms throughout North
America. The company is structured as a holding company for an
integrated group of businesses that operates in four distinct
operating segments: residential rental services, timeshare affinity
program, financial guarantee, and specialty insurance brokerage.
Current offerings include RentShield(R)
(http://www.rentshield.com), a Residential Rental Services Program
being offered to North America's $300 billion residential real
estate rental market, and Value Guaranteed Vacations, Inc.'s
timeshare affinity program, VGV(TM) Club (http://www.vgvinc.com).
Forward-Looking Statement Statements included in this press release
which are not historical in nature, are intended to be, and are
hereby identified as "Forward Looking Statements" for purposes of
safe harbor provided by Section 21E of the Securities Exchange Act
of 1934, as amended. Forward Looking Statements may be identified
by words including "anticipate", "await", envision", "foresee",
"aim at", "believe", "intends", estimates" including without
limitation, those relating to the company's future business
prospects, are subject to certain risks and uncertainties that
could cause actual results to differ materially from those
indicated in the Forward Looking Statements. Readers are directed
to the company's filings with the U.S. Securities and Exchange
Commission for additional information and a presentation of the
risks and uncertainties that may affect the company's business and
results of operations.
Strategy International I... (CE) (USOTC:SGYI)
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