-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, T9bntHLu/yXnT/y1d10NNbrwlv0/oMDXnu6knmUsdo/xijou8HC/5eap6GJXl+mK wuymy9JKU6nXvwhxF6JfQw== 0000912057-01-003609.txt : 20010205 0000912057-01-003609.hdr.sgml : 20010205 ACCESSION NUMBER: 0000912057-01-003609 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010131 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010131 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ESG RE LTD CENTRAL INDEX KEY: 0001049624 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-23481 FILM NUMBER: 1520118 BUSINESS ADDRESS: STREET 1: SKANDIA INTERNATIONAL HOUSE STREET 2: 16 CHURCH STREET, HAMILTON CITY: BERMUDA STATE: D0 BUSINESS PHONE: 4412952185 MAIL ADDRESS: STREET 1: SKANDIA INTERNATIONAL HOUSE STREET 2: 16 CHURCH STREET CITY: BERMUDA 8-K 1 a2036754z8-k.txt 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): January 31, 2001 ESG RE LIMITED (Exact Name of Registrant as Specified in its Charter) Bermuda 000-23481 Not Applicable (State or Other Jurisdiction (Commission File Number) (IRS Employer of Incorporation) Identification No.) 16 Church Street Not Applicable Hamilton HM11, Bermuda (Zip Code) (Address of Principal Executive Offices) (441) 295-2185 (Registrant's telephone number, including area code) (Former Name or Former Address, if Changed Since Last Report) ITEM 5. OTHER EVENTS. Alasdair Davis is appointed to the Board of Directors effective February 1, 2001 and will assume the role of Chief Executive Officer at the annual general meeting in May 2001. Mr. Davis is currently Chief Operating Officer of the Company. John C Head III, currently Chairman and Chief Executive Officer, will remain as Chairman. ITEM 7. EXHIBITS. Exhibit 99 Press Release dated January 31, 2001 is attached. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: January 31, 2001 ESG RE LIMITED By: s/Margaret L. Webster --------------------------- Margaret L. Webster EX-99 2 a2036754zex-99.txt EXHIBIT 99 Exhibit 99 FOR IMMEDIATE RELEASE Contact: ESG Re Limited Margaret L. Webster Chief Administrative Officer 353 1 675 0201 (Dublin) e-mail:peggy.webster@esre.ie ALASDAIR DAVIS APPOINTED DIRECTOR AND CHIEF EXECUTIVE OFFICER HAMILTON, BERMUDA, JANUARY 31, 2001 - ESG Re Limited (Nasdaq: ESREF) announced that Mr. Alasdair Davis, currently Chief Operating Officer of ESG, has been appointed to the Board of Directors of the Company. In addition, Mr. John C Head III, Chairman, announced that Mr. Davis will assume the role of Chief Executive Officer of the Company at the Company's 2001 Annual Meeting. Mr. Head, currently Chairman and Chief Executive Officer, will remain as Chairman of the Board. In addition, Mr. Peter Taylor will join the Company in February as Chief Reinsurance Officer and will assume responsibility for management of the Company's underwriting function formerly managed by Mr. Davis. Mr. Taylor has been in the international life, accident and health business for 15 years in the UK and overseas. Mr. Taylor was previously Managing Director of PIFC, a UK-based international employee benefits provider. - ------------------------------------------------------------------------------- ESG RE LIMITED PROVIDES MEDICAL, PERSONAL ACCIDENT, CREDIT LIFE AND DISABILITY AND SPECIAL RISKS REINSURANCE TO INSURERS AND SELECTED REINSURERS ON A WORLD-WIDE BASIS. THE COMPANY DISTINGUISHES ITSELF BY OFFERING "INTELLIGENT REINSURANCE" PRODUCTS AND SERVICES THAT HELP ITS CEDING CLIENTS TO BETTER MANAGE THEIR RISKS. THESE INCLUDE SOFTWARE SOLUTIONS TO PARTICULAR UNDERWRITING PROBLEMS, ACTUARIAL SUPPORT, PRODUCT DESIGN, AND, IN THE FIELD OF MEDICAL EXPENSE REINSURANCE, LOSS PREVENTION AND DISEASE MANAGEMENT. - ------------------------------------------------------------------------------- Uncertainties related to forward looking statements: Certain statements in this Press Release constitute "forward looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, among other things, the following: The Company's lack of history as a reinsurer and its increased scope of business: the company's dependence on key clients; the volatility and unpredictability of the risks the company insures; the cyclical nature of the reinsurance market; competition and the company's evaluation by insurance rating agencies; changes in tax laws and regulations; foreign currency fluctuation; and the adequacy of loss reserves. A further discussion of factors that could affect the Company's results is included in reports filed by the Company with the Securities and Exchange Commission and in the Company's Prospectus dated December 12, 1997. -----END PRIVACY-ENHANCED MESSAGE-----