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) December 6, 2002
Trenwick Group Ltd.
(Exact Name of Registrant as Specified in its Charter)
Bermuda 1-16089 98-0232340
State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
LOM Building, 27 Reid Street
Hamilton, HM 11, Bermuda Not Applicable
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (441) 292-4985
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(Former Name or Former Address, if Changed Since Last Report)
Item 5. - Other Events
On December 8, 2002 Trenwick Group Ltd. ("Trenwick"), and its subsidiaries
Trenwick America Corporation, Trenwick Holdings Limited and LaSalle Re Holdings
Limited, reached an agreement in principle with certain lending institutions
party to the Credit Agreement, dated as of November 24, 1999 and amended and
restated as of September 27, 2000 (the "Credit Agreement"), and JP Morgan Chase
Bank, as Administrative Agent. The agreement in principle provides for an
extension for one year of $182.5 million of letters of credit supporting
Trenwick's underwriting at Lloyd's. To those financial institutions extending
their letters of credit, Trenwick will pay a 5% per annum cash letter of credit
fee, issue pay-in-kind notes bearing interest at LIBOR plus 2.5% per annum,
issue warrants equal to 10% of Trenwick's fully diluted equity capital and pay
15% of the profits earned by Trenwick for the 2002 and 2003 Lloyd's years of
account. The agreement in principle also requires Trenwick to comply with
certain financial and operational covenants in addition to those contained in
the Credit Agreement. Trenwick also committed to pledge all of its equity
interests, assets and property to secure its obligation to the renewing letter
of credit providers.
On December 6, 2002, Trenwick and its subsidiaries Trenwick America
Corporation, Trenwick Holdings Limited and LaSalle Re Holdings Limited entered
into a Second Amendment to the Forbearance Agreement, dated as of November 11,
2002 (the "Forbearance Agreement"), with certain lending institutions party to
the Credit Agreement and JP Morgan Chase Bank, as Administrative Agent. In the
Second Amendment to the Forbearance Agreement, the letter of credit providers
agreed to refrain from enforcing their rights or remedies under the Credit
Agreement until December 13, 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.
On December 9, 2002, Trenwick and its subsidiaries Trenwick America
Corporation, Trenwick Holdings Limited and LaSalle Re Holdings Limited entered
into the Third Amendment and Consent to the Forbearance Agreement with certain
lending institutions party to the Credit Agreement and JP Morgan Chase Bank, as
Administrative Agent. The Third Amendment and Consent to the Forbearance
Agreement further extended the forbearance period until December 31, 2002 in
order to complete final documentation of the terms of the extension of the
letters of credit and permitted Trenwick to deposit funds at Lloyd's to satisfy
its current obligations.
On December 8, 2002, Trenwick issued a press release announcing the
agreement in principle with its letter of credit providers, the hiring of
Greenhill & Co. as a financial advisor and the cessation of underwriting at
Trenwick International Limited. A copy of the press release is filed herewith as
Exhibit 99.4 and is incorporated by reference herein.
Item 7. Financial Statements and Exhibits
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(c) Exhibits
99.1 Second Amendment to the Forbearance Agreement, dated as of December 6,
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 Third Amendment and Consent to the Forbearance Agreement, dated as of
December 9, 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.
99.3 LOC Facility Term Sheet, dated December 3, 2002.
99.4 Press Release of Trenwick Group Ltd. issued December 8, 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 GROUP LTD.
By: /s/ W. Marston Becker
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W. Marston Becker
Acting Chairman and
Acting Chief Executive Officer
Dated: December 12, 2002
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EXHIBIT INDEX
Exhibit Description of Exhibit
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99.1 Second Amendment to the Forbearance Agreement, dated as of December 6,
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 Third Amendment and Consent to the Forbearance Agreement, dated as of
December 9, 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.
99.3 LOC Facility Term Sheet, dated December 3, 2002.
99.4 Press Release of Trenwick Group Ltd. issued December 8, 2002.