Enstar Group Limited Announces Shareholder Approval for Acquisition by Sixth Street : A Current Report Filing

Enstar Group Limited (NASDAQ: ESGR) recently disclosed the results of its Special General Meeting in a Form 8-K filing with the U.S. Securities and Exchange Commission on November 6, 2024. At the meeting, shareholders voted on various proposals related to the Agreement and Plan of Merger involving Enstar, Elk Bidco Limited, and other entities. The Meeting was held to address specific resolutions outlined in Enstar’s Proxy Statement filed on October 11, 2024.

A significant majority of Enstar shareholders participated in the meeting, with over 82% of Enstar Ordinary Shares represented, granting a quorum. The voting outcomes for the proposals were detailed as follows:

1. The First Bye-Law Amendment Proposal – Approved by shareholders.
2. The Second Bye-Law Amendment Proposal – Approved by shareholders.
3. The Merger Proposal – Approved by shareholders.
4. The Merger-Related Compensation Proposal – Not approved by shareholders.
5. The Adjournment Proposal – Approved by shareholders, but not needed due to the successful passing of the Merger Proposal.

Following the Special General Meeting, a press release was issued on November 6, 2024, announcing the voting results. The acquisition by Sixth Street received the necessary shareholder approval. The transaction is anticipated to finalize in mid-2025, subject to regulatory clearances and customary closing conditions.

Upon completion of the acquisition, Enstar will become a privately-held company, and its common stock will no longer be publicly listed. The Company will operate under the Enstar name following the acquisition.

Goldman Sachs & Co. LLC acted as Enstar’s financial advisor for the transaction, with Paul, Weiss, Rifkind, Wharton & Garrison LLP and Hogan Lovells US LLP serving as legal advisors. In contrast, Sixth Street was advised by Ardea Partners LP, Barclays PLC, and J.P. Morgan Securities LLC alongside legal advisors Simpson Thacher & Bartlett LLP, Debevoise & Plimpton LLP, and Cleary Gottlieb Steen & Hamilton LLP.

This decision reflects a significant step in the acquisition process, demonstrating Enstar’s shareholder confidence in the proposed transaction and paving the way for further developments in the company’s strategic direction.

Please note that the information provided is a summary of the Form 8-K filing and the attached Exhibit 99.1 and is not a verbatim reproduction of parts of the filing.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Enstar Group’s 8K filing here.

About Enstar Group

Enstar Group Limited acquires and manages insurance and reinsurance companies and portfolios in run-off in Bermuda and internationally. It engages in the run-off property and casualty; other reinsurance; life and catastrophe; and legacy underwriting businesses; as well as investment activities. The company also provides consulting services, including claims inspection, claims validation, reinsurance asset collection, syndicate management, and IT consulting services to the insurance and reinsurance industry.