Enstar Group Ltd., a Bermuda company that acquires and manages insurance and reinsurance companies and portfolios of insurance and reinsurance business in run-off, and offers management, consultancy and other services to the insurance and reinsurance industry, has entered a definitive agreement to acquire global specialty insurer Torus Insurance Holdings Ltd. The total consideration for the transaction, which is expected to close by the end of the year, is $692 million.

Enstar will issue approximately 1,901,000 ordinary voting shares and approximately 711,000 newly created non-voting preferred shares having an aggregate value of approximately $346 million to partially fund the purchase price. Enstar will also contribute approximately $69 million in cash toward the purchase price, with affiliates of Stone Point Capital LLC, a financial services-focused private equity firm, funding the remaining approximately $277 million through an equity co-investment. Following the closing of the transaction, Enstar will own 60 percent of Torus and Stone Point will own 40 percent.

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