A team of Drinker Biddle lawyers represented Enstar in its definitive agreement to acquire global specialty insurer Torus Insurance Holdings Limited. Torus is the holding company of six wholly owned insurance vehicles, including one Lloyd’s syndicate. The total consideration for the transaction is $692 million.
The agreement was announced July 9.
Enstar will issue approximately 1,901,000 ordinary voting shares and approximately 711,000 newly created non-voting preferred shares having an aggregate value of approximately $346 million to partially fund the purchase price. Enstar will also contribute approximately $69 million in cash towards the purchase price, with affiliates of Stone Point Capital LLC (Stone Point) funding the remaining approximately $277 million through an equity co-investment. Following the closing of the transaction, Enstar will own 60 percent of Torus and Stone Point will own 40 percent.
Partners Bob Juelke, Dan Krane and Joe Seiler, and associates Pete Lively, Jennifer Card, James McMeen, Amanda Murray, Yevgeniy Markov, Dennis O’Reilly and Eric Marr worked on the deal. Tax support was provided by John Weber and Brian DeVirgilio. Robin Sampson advised on Hart-Scott-Rodino Antitrust Improvements Act requirements.
