Underwriting Agreement on Capital Increase

Friday, 03. September 2004 14:51

Converium Holding AG (the "Company") announces that its proposed
capital increase has been underwritten by a syndicate of banks for an
amount of CHF 533 million (approximately US$ 420 million). The
underwriting, led by Credit Suisse First Boston and JPMorgan, is
subject to customary conditions, including shareholder approval, the
absence of material adverse changes or force majeure events and
confirmation of current ratings. The ordinary capital increase with
pre-emptive rights was initially announced on August 31, 2004.

Shareholders will be asked to approve the proposed capital increase
at an Extraordinary General Meeting to be held on September 28, 2004.
The banks have agreed to underwrite the new shares at a minimum issue
price of CHF 10.00 per share, representing a 55% discount to the
closing share price of CHF 22.30 on September 2, 2004.

The final issue price, together with the final number of shares to be
issued will be released by Converium on September 28, 2004, the date
of the EGM, prior to the opening of trading on the SWX Swiss

* * * * * * *

Michael Schiendorfer Zuzana Drozd
Media Relations Manager Head of Investor Relations

michael.schiendorfer@converium.com zuzana.drozd@converium.com

Phone: +41 (0) 1 639 96 57 Phone: +41 (0) 1 639 91
Fax: +41 (0) 1 639 76 57 20
Fax: +41 (0) 1 639
71 20

About Converium

Converium is an independent leading global multi-line reinsurer known
for its innovation, professionalism and service. Today Converium
ranks among the top ten professional reinsurers and employs
approximately 850 people in 23 offices around the globe. Converium
is organized into three business segments: Standard Property &
Casualty Reinsurance, Specialty Lines and Life & Health Reinsurance.
Converium's net losses for the September 11, 2001 terrorist attacks
in the United States are capped at US$ 289.2 million by its former
parent, Zurich Financial Services. Converium has minimal A&E
exposures. Converium has an "A-" rating (watch negative) from
Standard & Poor's and a "B++" (outlook negative) rating from A.M.
Best Company.

Important Disclaimer

This document contains forward-looking statements as defined in the
U.S. Private Securities Litigation Reform Act of 1995. It contains
forward-looking statements and information relating to the Company's
financial condition, results of operations, business, strategy and
plans, based on currently available information. These statements
are often, but not always, made through the use of words or phrases
such as 'expects', 'should continue', 'believes', 'anticipates',
'estimates' and 'intends'. The specific forward-looking statements
cover, among other matters, the reinsurance market, the outcome of
insurance regulatory reviews, the Company's operating results, the
rating environment and the prospect for improving results, the amount
of capital required and impact of its capital improvement measures,
including the restructuring of our U.S. business and its reserve
position. Such statements are inherently subject to certain risks and
uncertainties. Actual future results and trends could differ
materially from those set forth in such statements due to various
factors. Such factors include general economic conditions, including
in particular economic conditions; the frequency, severity and
development of insured loss events arising out of catastrophes, as
well as man-made disasters; the outcome of our regular quarterly
reserve review, our ability to raise capital and the success of our
capital improvement measures, the ability to obtain applicable
regulatory approval for our capital improvement measures, the ability
to exclude and to reinsure the risk of loss from terrorism;
fluctuations in interest rates; returns on and fluctuations in the
value of fixed-income investments, equity investments and properties;
fluctuations in foreign currency exchange rates; rating agency
actions; changes in laws and regulations and general competitive
factors, and other risks and uncertainties, including those detailed
in the Company's filings with the U.S. Securities and Exchange
Commission and the SWX Swiss Exchange. The Company does not assume
any obligation to update any forward-looking statements, whether as a
result of new information, future events or otherwise.

Please note that the company has made it a policy not to provide any
quarterly or annual earnings guidance and it will not update any past
outlook for full year earnings. It will however provide investors
with perspective on its value drivers, its strategic initiatives and
those factors critical to understanding its business and operating

This document does not constitute or form part of an offer or
solicitation of an offer, an invitation to subscribe for or purchase
any securities. In addition, the securities of the company to be
issued in any share offering have not and will not be registered
under the United States securities laws and may not be offered, sold
or delivered within the United States or to US persons absent
registration under or an exemption from the registration requirements
of the United States securities laws.

In the United Kingdom this announcement is directed only at persons
who have professional experience in matters relating to investments
or are high net worth companies, unincorporated associations etc, for
purposes of Article 49 of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2001 (all such persons together being
referred to as "relevant persons"). This announcement must not be
acted upon or relied on by persons who are not relevant persons. Any
investment or investment activity to which this announcement relates
is available only to relevant persons and will be engaged in only
with relevant persons. STABILISATION/FSA.

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