NEW YORK -- (Business Wire)
Transatlantic Holdings, Inc. (NYSE: TRH) (“Transatlantic”) today
clarified that all Transatlantic stockholders, including those who were
not record holders on the January 4, 2012 record date for yesterday’s
special meeting of Transatlantic stockholders and consequently have not
received election forms with respect to the proposed merger with
Alleghany Corporation (NYSE: Y) (“Alleghany”), may request such forms
from Transatlantic's proxy solicitor, Georgeson Inc., by calling, toll
free, (888) 613-9817. All Transatlantic stockholders are entitled to use
such election forms to specify the number of shares of Transatlantic
common stock, if any, that they desire to convert into the right to
receive merger consideration in the form of cash or shares of Alleghany
common stock, subject to proration if cash is oversubscribed or
undersubscribed.
Transatlantic stockholders must submit their election forms in
accordance with the instructions set forth therein prior to the election
deadline. Transatlantic and Alleghany will publicly announce by joint
press release this election deadline at least 5 business days prior to
such deadline.
As previously announced, on November 20, 2011, Transatlantic entered
into an Agreement and Plan of Merger with Alleghany and Shoreline Merger
Sub, Inc. (formerly, Shoreline Merger Sub, LLC).
Goldman, Sachs & Co. and Moelis & Company LLC are acting as financial
advisors and Gibson, Dunn & Crutcher LLP is acting as legal counsel to
Transatlantic.
About Transatlantic Holdings, Inc.
Transatlantic Holdings, Inc. is a leading international reinsurance
organization headquartered in New York, with operations on six
continents. Its subsidiaries, Transatlantic Reinsurance Company®, Trans
Re Zurich Reinsurance Company Ltd. and Fair American Insurance and
Reinsurance Company (formerly Putnam Reinsurance Company), offer
reinsurance capacity on both a treaty and facultative basis ―
structuring programs for a full range of property and casualty products,
with an emphasis on specialty risks.
Visit – www.transre.com
– for additional information about Transatlantic.
Cautionary Note Regarding Forward-Looking Statements
This communication contains forward-looking statements that involve a
number of risks and uncertainties. Statements that are not historical
facts, including statements about our beliefs and expectations, are
forward-looking statements. Such statements involve risks and
uncertainties, which may cause actual results to differ materially from
those set forth in these statements. For example, these forward-looking
statements could be affected by factors including, without limitation,
risks associated with the ability to consummate the merger with
Alleghany and the timing of the closing of the merger; the ability to
successfully integrate our operations and employees; the ability to
realize anticipated benefits and synergies of the transaction; the
potential impact of announcement of the transaction or consummation of
the transaction on relationships, including with employees, credit
rating agencies, customers and competitors; the ability to retain key
personnel; the ability to achieve targets for investment returns,
revenues, and book value per share; changes in financial markets,
interest rates and foreign currency exchange rates; pricing and policy
term trends; increased competition; the impact of acts of terrorism and
acts of war; greater frequency or severity of unpredictable catastrophic
events; negative rating agency actions; the adequacy of loss reserves;
changes in regulations or tax laws; changes in the availability, cost or
quality of reinsurance or retrocessional coverage; the cyclical nature
of the property and casualty insurance industry; judicial, legislative,
political and other governmental developments; management’s response to
the factors described herein; and those additional risks and factors
discussed in reports filed with the Securities and Exchange Commission
(“SEC”) from time to time, including those detailed in the “Cautionary
Statement Regarding Forward-Looking Information”, “Risk Factors” and
other sections of Transatlantic’s Form 10-K and other filings with the
SEC. Transatlantic is under no obligation (and expressly disclaims any
such obligation) to update or revise any forward-looking statement that
may be made from time to time, whether as a result of new information,
future developments or otherwise, except as required by law.
Additional Information about the Proposed Transaction and Where to
Find It
This communication contains information about a proposed merger between
TRH and Alleghany. In connection with the proposed merger, Alleghany has
filed with the SEC, and the SEC declared effective on January 5, 2012, a
registration statement on Form S-4, which includes TRH’s proxy statement
as part of the joint proxy statement/prospectus, that provides details
of the proposed merger and the attendant benefits and risks. This
communication is not a substitute for the joint proxy
statement/prospectus or any other document that TRH or Alleghany may
file with the SEC or send to their stockholders in connection with the
proposed merger. Investors and security holders are urged to read the
joint proxy statement/prospectus, and all other relevant documents filed
with the SEC or sent to stockholders as they become available because
they will contain important information about the proposed merger.
You may obtain a free copy of the joint proxy statement/prospectus and
other relevant documents filed by TRH and Alleghany with the SEC at the
SEC’s website at www.sec.gov.
You may also obtain these documents by contacting TRH’s Investor
Relations department at Transatlantic Holdings, Inc., 80 Pine Street,
New York, New York 10005, or via e-mail at investor_relations@transre.com;
or by contacting Alleghany at Alleghany Corporation, 7 Times Square
Tower, New York, New York 10036.
This communication does not constitute an offer to sell, or the
solicitation of an offer to buy, any securities, or a solicitation of
any vote or approval.

Contacts:
Investors:
Thomas V. Cholnoky
Transatlantic Holdings, Inc.
Senior
Vice President, Investor Relations
1-212-365-2292
investor_relations@transre.com
or
Tom
Gardiner, 1-212-440-9872
Donna Ackerly, 1-212-440-9837
Georgeson
Inc.
transatlantic@georgeson.com
or
Media:
Steve
Frankel/Eric Bonach
Joele Frank, Wilkinson Brimmer Katcher
1-212-355-4449
sfrankel@joelefrank.com
ebonach@joelefrank.com
or
Anthony
Herrling/JoAnne Barrameda
Brainerd Communicators
1-212-986-6667
Ex.
738 (Herrling)/ex. 749 (Barrameda)
herrling@braincomm.com
barrameda@braincomm.com
Source: Transatlantic Holdings, Inc.
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