Replies to post #7439 on Trenwick Group, Ltd.(fka TWKGQ)

[marliz]

On April 18, 2003, the Board of Directors of Trenwick, in accordance with the Rights Agreement, as amended by the First Amendment, adopted a resolution excluding European Re from the definition of Acquiring Person under the Rights Agreement (the "Exclusion"). The Exclusion only applies to the Beneficial Ownership (as defined in the Rights Agreement) resulting from the right of conversion under the Series B Shares that arises upon the occurrence of a Net Worth Conversion Event on April 21, 2003, and does not by its terms apply with respect to any Common Shares acquired by European Re upon exercise of such rights of conversion. In addition, the Exclusion will no longer apply (i) following the date which is 10 days after the date on which European Re provides notice to Trenwick of a Proposed Conversion Date (as defined in the Rights Agreement) or (ii) if European Re becomes the Beneficial Owner of any additional Common Shares.

[lifegear]

so the conversion date can be longer than 5 years upon the occurence of special events like change in control of the Series B Preferred

the 5th year conversion should have been last year but I don't think it happened, 5 yrs from 2002

Special conversion events are either the occurrence of a
change in control without the written consent of the registered holders of
more than 50% of the Series B shares outstanding ("Change in Control
Conversion Event")..."