Court orders Fleming to complete James River deal

Last November, James River announced a deal to sell JRG Reinsurance Company, its third-party casualty reinsurance business, to Fleming for $277 million.

However, just hours prior to the contractually required closing, Fleming claimed that it had no obligation to close and did not attend the scheduled closing call. Fleming then demanded material economic changes to the agreed-upon transaction terms, according to James River, which took legal action last month.

Shortly after the suit’s filing, Fleming CEO Eric Haller provided the following statement: “James River Group’s complaint misrepresents the facts to distract from its attempt to deliver JRG Reinsurance to Fleming in a condition that dramatically violated the parties’ agreement while refusing to cure its breaches of contract. Fleming has no obligation to close the transaction and will defend itself against this frivolous lawsuit.”

Today, James River announced that the Supreme Court, New York County, Commercial Division granted the company’s request for a preliminary injunction against Fleming to complete its acquisition of JRG Reinsurance Company on or prior to April 16, 2024.

“We are pleased that the court has granted James River’s request for a preliminary injunction, compelling Fleming to complete the acquisition of JRG Re in accordance with the Stock Purchase Agreement that the parties negotiated together and executed on November 8, 2023. We look forward to finalizing the transaction.” – Frank D’Orazio, James River CEO.