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Published on 1/4/2008 in the Prospect News Special Situations Daily.

North Pointe to be acquired for $16 per share

By Lisa Kerner

Charlotte, N.C., Jan. 4 - North Pointe Holdings Corp. agreed to be acquired by QBE Holdings, Inc. in a cash transaction valued at some $146 million.

Under the companies' merger agreement, North Pointe shareholders will receive $16.00 per share, a 50% premium over the stock's closing price of $10.65 on Jan. 2.

The transaction is expected to close during the first half of 2008.

"We are very pleased with the terms of this transaction, which deliver shareholder value in the form of an immediate cash premium, as well as finding an excellent business partner in QBE," North Pointe president and chief executive officer James Petcoff said in a company news release.

"By teaming up with QBE, North Pointe has better future growth opportunities, and increased access to capital," Petcoff added.

North Pointe's financial adviser, J.P. Morgan Securities Inc., provided a fairness opinion in connection with the transaction.

QBE Holdings is a subsidiary of QBE Insurance Group Ltd. based in Australia.

North Pointe is a property and casualty insurer located in Southfield, Mich.

Acquirer:QBE Holdings, Inc.
Target:North Pointe Holdings Corp.
Announcement date:Jan. 3
Transaction total:$146 million
Price per share:$16.00
Expected closing:First half of 2008
Stock price of target:Nasdaq: NTPE: $10.58 on Jan. 3

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