PXRE Announces Filing of Shelf Registration Statement for Up to $700 Million of Securities
November 23 2005 - 8:11AM
PR Newswire (US)
HAMILTON, Bermuda, Nov. 23 /PRNewswire-FirstCall/ -- PXRE Group
Ltd. (NYSE:PXT) today announced that it has filed with the
Securities and Exchange Commission a shelf registration statement
for the proposed offering of up to $700 million of its securities,
including approximately $198 million of its previously registered
securities. This shelf registration statement provides the Company
with the flexibility to sell debt securities, common and preferred
shares, depository shares, warrants, purchase contracts and units
comprised of one or more securities, as well as trust preferred
securities or a combination of the above. The registration
statement also covers the resale of previously registered
securities of the Company that may be offered and sold by selling
shareholders. The shelf registration statement relating to these
securities has been filed with the Securities and Exchange
Commission but has not yet become effective. These securities may
not be sold, nor may offers to buy be accepted, prior to the time
at which the registration statement has been declared effective by
the Securities and Exchange Commission. This press release does not
constitute an offer to sell nor the solicitation of an offer to buy
any securities, nor shall there be any sale of these securities in
any state in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of such state. PXRE -- with operations in Bermuda,
the United States and Europe -- provides reinsurance products and
services to a worldwide marketplace. The Company's primary focus is
providing property catastrophe reinsurance and retrocessional
coverage. The Company also provides marine, aviation and aerospace
products and services. The Company's shares trade on the New York
Stock Exchange under the symbol "PXT." Statements in this release
that are not strictly historical are forward- looking and are based
upon current expectations and assumptions of management. Statements
included herein, as well as statements made by or on behalf of PXRE
in its communications and discussions with investors and analysts
in the normal course of business through meetings, phone calls and
conference calls, which are not historical in nature are intended
to be, and are hereby identified as, "forward-looking statements"
for purposes of the safe harbor provided by Section 21E of the
Securities Exchange Act of 1934 as amended. These forward-looking
statements, identified by words such as "intend," "believe,"
"anticipate," or "expects" or variations of such words or similar
expressions are based on current expectations, speak only as of the
date thereof, and are subject to risk and uncertainties. In light
of the risks and uncertainties inherent in all future projections,
the forward-looking statements in this report should not be
considered as a representation by us or any other person that the
Company's objectives or plans will be achieved. The Company
cautions investors and analysts that actual results or events could
differ materially from those set forth or implied by the
forward-looking statements and related assumptions, depending on
the outcome of certain important factors including, but not limited
to, the following: (i) because of exposure to catastrophes, PXRE's
financial results may vary significantly from period to period;
(ii) the Company may be overexposed to losses in certain geographic
areas for certain types of catastrophe events; (iii) PXRE operates
in a highly competitive environment; (iv) reinsurance prices may
decline, which could affect the Company's profitability; (v)
underwriting reinsurance includes the application of judgment, the
assessment of probabilities and outcomes, and assumption of
correlations, which are subject to inherent uncertainties; (vi)
reserving for losses includes significant estimates which are also
subject to inherent uncertainties, which uncertainties are
particularly acute in the wake of Hurricane Katrina; (vii) a
decline in the credit rating assigned to the Company's claim-paying
ability may impact its potential to write new or renewal business;
(viii) a decline in the Company's ratings may require us to
transfer premiums retained by us into a beneficiary trust or may
allow clients to terminate their contract with us; (ix) the
Company's investment portfolio is subject to market and credit
risks which could result in a material adverse impact on its
financial position or results; (x) because PXRE depends on a few
reinsurance brokers for a large portion of revenue, loss of
business provided by them could adversely affect us; and the
Company's reliance on reinsurance brokers exposes us to their
credit risk; (xi) the Company has exited the finite reinsurance
business, but claims in respect of the business the Company wrote
could have an adverse effect on its results of operations; (xii)
the Company may be adversely affected by foreign currency
fluctuations; (xiii) retrocessional reinsurance subjects us to
credit risk and may become unavailable on acceptable terms; (xiv)
the impairment of the Company's ability to provide collateral to
cedents could affect its ability to offer reinsurance in certain
markets; (xv) the reinsurance business is historically cyclical,
and the Company may experience periods with excess underwriting
capacity and unfavorable premium rates; conversely, PXRE may have a
shortage of underwriting capacity when premium rates are strong;
(xvi) regulatory constraints may restrict the Company's ability to
operate its business; (xvii) contention by the United States
Internal Revenue Service that the Company or its offshore
subsidiaries are subject to U.S. taxation could result in a
material adverse impact on the Company's financial position or
results; and (xviii) changes in tax laws, tax treaties, tax rules
and interpretations could result in a material adverse impact on
the Company's financial position or results. In addition to the
factors outlined above that are directly related to PXRE's
business, PXRE is also subject to general business risks,
including, but not limited to, adverse state, federal or foreign
legislation and regulation, adverse publicity or news coverage,
changes in general economic factors, the loss of key employees and
other factors set forth in PXRE's SEC filings. The factors listed
above should not be construed as exhaustive. Therefore, actual
results or outcomes may differ materially from what is expressed or
forecasted in such forward- looking statements. PXRE undertakes no
obligation to update any forward- looking statements, whether as a
result of new information, future events (including catastrophe
events), or otherwise. DATASOURCE: PXRE Group Ltd. CONTACT: John
Modin, Chief Financial Officer of PXRE Group Ltd., +1-441-296-5858,
or ; or Investors: Jamie Tully of Citigate Sard Verbinnen,
+1-212-687-8080, or
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