SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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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) November 22, 2002
Trenwick America Corporation
(Exact Name of Registrant as Specified in its Charter)
Delaware 0-31967 06-1087672
State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
One Canterbury Green
Stamford, Connecticut 06901
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (203) 353-5500
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. - Other Events
On November 21, 2002 Trenwick Group Ltd. ("Trenwick"), and its
subsidiaries Trenwick America Corporation, Trenwick Holdings Limited and LaSalle
Re Holdings Limited, entered into an extension of the Forbearance Agreement,
dated as of November 11, 2002 (the "Forbearance Agreement"), with certain
lending institutions party to the Credit Agreement, dated as of November 24,
1999 and amended and restated as of September 27, 2000, and JP Morgan Chase
Bank, as Administrative Agent. In the extension to the Forbearance Agreement,
the letter of credit providers agreed to refrain from enforcing their rights or
remedies under the Credit Agreement until December 6, 2002, or earlier if there
is another default under the Credit Agreement or the Forbearance Agreement, a
third party exercises any right of action against Trenwick for a debt in excess
of $5,000,000 or other material obligation or Trenwick takes an action which the
letter of credit providers reasonably consider to be materially adverse to their
interests. Lloyd's also agreed to permit Trenwick to delay its funding for the
2003 year of account for a short time beyond November 22, 2002.
On November 22, 2002, Trenwick issued a press release announcing the
extension of the forbearance agreement. A copy of the press release is filed
herewith as Exhibit 99.2 and is incorporated by reference herein.
On November 29, 2002, Trenwick issued a press release announcing the
suspension of dividends and distributions payable on the outstanding Trenwick
Series B Cumulative Convertible Perpetual Preferred Shares, LaSalle Re Holdings
Limited Series A Preferred Shares and Trenwick Capital Trust I 8.82% Exchange
Subordinated Capital Income Securities. The suspension of dividends and
distributions payable on Trenwick's outstanding preferred securities was in
accordance with the terms of Trenwick's current credit facility and forbearance
agreement with its letter of credit providers. A copy of the press release is
filed herewith as Exhibit 99.3 and is incorporated by reference herein.
Item 7. Financial Statements and Exhibits
(c) Exhibits
99.1 Amendment to Forbearance Agreement, dated as of November 21, 2002, among
Trenwick Group Ltd. and its subsidiaries Trenwick America Corporation,
Trenwick Holdings Limited and LaSalle Re Holdings Limited, and certain
lending institutions party to the Credit Agreement, dated as of November
24, 1999 and amended and restated as of September 27, 2000, and JP Morgan
Chase Bank, as Administrative Agent.
99.2 Press release of Trenwick Group Ltd. issued November 22, 2002.
99.3 Press release of Trenwick Group Ltd. issued November 29, 2002.
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SIGNATURE
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.
TRENWICK AMERICA CORPORATION
By: /s/ Stephen H. Binet
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Stephen H. Binet
President and
Chief Executive Officer
Dated: December 3, 2002
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EXHIBIT INDEX
Exhibit Description of Exhibit
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99.1 Amendment to Forbearance Agreement, dated as of November 21, 2002,
among Trenwick Group Ltd. and its subsidiaries Trenwick America
Corporation, Trenwick Holdings Limited and LaSalle Re Holdings Limited,
and certain lending institutions party to the Credit Agreement, dated
as of November 24, 1999 and amended and restated as of September 27,
2000, and JP Morgan Chase Bank, as Administrative Agent.
99.2 Press release of Trenwick Group Ltd. issued November 22, 2002.
99.3 Press release of Trenwick Group Ltd. issued November 29, 2002.