The following is a press release disseminated by Scottish Annuity & Life
Holdings, Ltd. and Pacific Life Insurance Company on August 6, 2001
[GRAPHIC OMITTED]
NEWS RELEASE
For further information:
Scott E. Willkomm John A. Soller
Scottish Annuity & Life Holdings, Ltd. Pacific Life Insurance Company
(345) 914-7002 (949) 219-3416
scott.willkomm@scottishannuity.com John.Soller@PacificLife.com
For Immediate Release
Scottish Annuity & Pacific Life
Agree to Acquisition of World-Wide Reassurance;
Pacific Life to Become Largest Shareholder of Scottish Annuity
August 6, 2001 - Scottish Annuity & Life Holdings, Ltd. (Nasdaq:SCOT)
announced today that it has agreed to acquire World-Wide Reassurance Company
Limited and its parent company World-Wide Holdings Limited, a wholly owned
subsidiary of Pacific Life Insurance Company, in exchange for newly-issued
ordinary shares of Scottish Annuity valued at $78 million.
As a result of the transaction, Pacific Life will become the largest
shareholder of Scottish Annuity, with ownership representing approximately 22%
of Scottish Annuity's outstanding ordinary shares, estimated based on the
average closing price of Scottish's shares for the twenty trading days prior to
the execution of the agreement, which is $17.90. In connection with the
transaction, Glenn S. Schafer, president of Newport Beach, CA-based Pacific
Life, and Khanh T. Tran, executive vice president and chief financial officer of
Pacific Life, will join the board of directors of Scottish Annuity.
World-Wide Reassurance, based in Windsor, England, provides life
reinsurance primarily to insurance companies outside the United States, and also
serves as a retrocessionaire to U.S. reinsurance companies. As of March 31,
2001, World-Wide Reassurance had total assets of approximately $166 million and
shareholders' equity of $58 million.
"This transaction is an important step in our continuing quest to build
value for all of our shareholders," said Michael C. French, chairman and chief
executive officer of Scottish Annuity. "Not only are we acquiring a respected
global life reinsurance operation, but we are welcoming Pacific Life as a
strategic investor and partner with our company. We look forward to supporting
the continued growth of World-Wide Reassurance's business and to leveraging the
benefits of our relationship with Pacific Life."
"We are pleased to become a strategic investor in Scottish Annuity," said
Thomas C. Sutton, chairman and chief executive officer of Pacific Life. "This
partnership allows us to transition and further enhance our investment in the
life reinsurance business."
"The business of World-Wide Reassurance and the expertise of its management
and staff complement the franchise we are building at Scottish," said Scott E.
Willkomm, president of Scottish Annuity. "Not only will this transaction
increase our consolidated capital to well in excess of $300 million, but we
expect the acquisition will add approximately $6 million to consolidated net
income and be accretive to earnings in 2002."
According to Paul A. Bispham, managing director of World-Wide Reassurance,
"We are excited to become a part of the Scottish Annuity family. This new
affiliation will allow us increased access to capital markets to further our
plans for continued growth and will ensure the continuity of our management
team." World-Wide Reassurance will continue to do business using its existing
name.
The transaction, which is expected to close later this year, is subject to
customary conditions, including the approval of Scottish Annuity's shareholders,
as well as various regulatory approvals.
Scottish Annuity & Life Holdings, Ltd. provides reinsurance of life
insurance and annuities and is a direct issuer of customized variable life and
annuity products for high net worth individuals. Scottish Annuity has operating
companies in Bermuda, Charlotte, North Carolina, Dublin, Ireland and Grand
Cayman. Its flagship subsidiaries, Scottish Annuity & Life Insurance Company
(Cayman), Ltd. and Scottish Re (U.S.), Inc., are rated A (strong) by Fitch and
A- (excellent) by A.M. Best. Additional information about Scottish Annuity can
be obtained from its Web site, www.scottishannuity.com.
Founded in 1868, Pacific Life provides life and health insurance products,
individual annuities and group employee benefits, and offers to individuals,
businesses and pension plans a variety of investment products and services. Over
the past five years, the company has grown from the 23rd to the 14th largest
life insurance company in the nation.1 The Pacific Life family of companies
manages more than $335 billion in assets, making it one of the largest financial
institutions in America, and currently counts 81 of the 100 largest U.S.
companies as clients.2 Additional information about Pacific Life can be obtained
at its Web site, www.PacificLife.com.
Pacific Life is rated A++ (superior) by A.M. Best, AA+ (very strong) by
Standard & Poor's, AA+ (very strong) by Fitch, and Aa3 (excellent) by Moody's
for financial strength.3 Pacific Life is a member of IMSA (Insurance Marketplace
Standards Association), whose membership promotes ethical market conduct for
individual life insurance and annuities.
Certain statements included herein are "forward-looking statements" within
the meaning of the federal securities laws. The management of Scottish Annuity &
Life Holdings, Ltd. (the "Company") cautions that forward-looking statements are
not guarantees and that actual results could differ materially from those
expressed or implied in the forward-looking statements. Important events that
could cause the actual results of operations or financial condition of the
Company to differ include, but are not necessarily limited to, the Company's
ability to attract clients and generate business; the competitive environment;
the Company's ability to underwrite business; performance of outside service
providers; mortality risk; surrender risk; investment risk (including asset
value risk, reinvestment risk and disintermediation risk); the impact of
unforeseen economic changes (such as changes in interest rates, currency
exchange rate, inflation rates, recession and other external economic factors);
regulatory changes (such as changes in U.S. tax law and insurance regulation
which directly affect the competition environment for the Company's products);
rating agency policies and practices; and loss of key executives. Investors are
also directed to consider the risks and uncertainties discussed in documents
filed by the Company with the Securities and Exchange Commission.
1 The Townsend & Schupp Company, based on assets, as of December 31, 2000.
2 Data compiled by Pacific Life using the 2001 FORTUNE 500(R) list.
3 These ratings do not apply to the safety or performance of the separate
accounts funding Pacific Life's products.
#####
In connection with the proposed acquisition, Scottish Annuity & Life
Holdings, Ltd. will file a proxy/prospectus with the Securities and Exchange
Commission (the "SEC"). WE URGE INVESTORS TO READ THE PROXY STATEMENT/PROSPECTUS
AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors will be able to
obtain a copy of the proxy statement/prospectus (when available) and other
documents filed by Scottish Annuity & Life Holdings, Ltd. free of charge at the
SEC's Web site, http://www.sec.gov or at the SEC's public reference room at 450
Fifth Street, N.W., Washington, D.C. 20549. You can also obtain information
about Scottish Annuity & Life Holdings, Ltd. at the company's Web site, the
address of which is http://www.scottishannuity.com. In addition, documents filed
by Scottish Annuity & Life Holdings, Ltd. with the SEC can be obtained by
contacting Scottish Annuity & Life Holdings, Ltd. at the following address and
telephone number: Scott E. Willkomm, Scottish Annuity & Life Holdings, Ltd.,
Grand Pavilion Commercial Centre, 802 West Bay Road, Grand Cayman, Cayman
Islands BWI, telephone (345) 914-7002.
Scottish Annuity & Life Holdings, Ltd., its officers, directors and certain
other employees of Scottish Annuity & Life Holdings, Ltd. may be soliciting
proxies from Scottish Annuity & Life Holdings, Ltd. stockholders in favor of the
acquisition and may be deemed to be "participants in the solicitation" under the
rules of the SEC. Information regarding the interests of the participants in the
solicitation will be set forth in the proxy statement/prospectus when it becomes
available.