Mitsui Sumitomo Insurance Co., Ltd. (MSI), a Japanese property and casualty (P&C) insurance carrier, has acquired beneficial ownership of at least 12.5% of W. R. Berkley Corporation’s common stock.
None of MSI’s shares were purchased from the Berkley Family or the Company.
According to the announcement, under these agreements, “MSI’s shares will be voted pursuant to the recommendations of the Berkley Family, except in limited circumstances where the MSI shares will be voted in the same proportion as all of the non-MSI shares are voted.”
The transaction is expected to be completed in the first quarter of 2026.
The agreements between MSI and the Berkley Family are fully described and qualified by the complete text of those agreements, which are attached as exhibits to the Company’s Form 8-K filed in March, the firm noted.
It was previously announced that once the acquisition was completed, the Berkley Family will recommend the nomination and election of a MSI director designee to W. R. Berkley’s Board of Directors, subject to review and approval by the Board’s Nominating and Corporate Governance Committee.
It was also confirmed that the agreements between MSI and the Berkley Family will not have any effect on the day-to-day operations of W. R. Berkley, and will not reduce the Berkley Family’s commitment to the company.
The intention is for the Berkley Family to continue to have two representatives on W. R. Berkley’s Board.
MSI also agreed to customary standstill restrictions concerning W. R. Berkley, which are directly enforceable by the company.
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