Amendment to Catastrophe Equity Securities Issuance Option Agreement between LaSalle Re Holdings Limited and European Reinsurance Company of Zurich

Summary

LaSalle Re Holdings Limited and European Reinsurance Company of Zurich have agreed to modify their existing Catastrophe Equity Securities Issuance Option Agreement. Specifically, any public announcement of a pending Change of Control involving LaSalle Re Holdings Limited on or before December 20, 1999, will not trigger automatic termination of the securities issuance option. However, any Change of Control event occurring after that date will be recognized as such under the agreement. All other terms of the original agreement remain unchanged.

EX-10.12 3 0003.txt CATASTROPHE EQUITY SECURITIES ISSUANCE OPT. AGMT European Re of Zurich Mr. Guy D. Hengesbaugh, David R. Whiting LaSalle Re Holdings Limited, Member of Senior Management 25 Church Street, European Reinsurance Company of Zurich Hamilton HM 12 Bermuda Branch Bermuda 8 Par La Villa Road Hamilton HM08 Fax No. 441 ###-###-#### Bermuda Telephone ###-###-#### Fax ###-###-#### December 19, 1999 Deal Guy, Re: Catastrophe Equity Securities Issuance Option Agreement Notwithstanding the provisions of Section 6.8 of the Catastrophe Equity Securities Issuance Option Agreement (the "Agreement") entered into as of July 1, 1999. European Reinsurance Company of Zurich (as holder of a Majority Option Interest as defined in the Agreement) agrees that the Securities Issuance Option shall not be automatically terminated in the event of a Change of Control (as defined in the Agreement) resulting from a public announcement of a pending Change of Control transaction involving LaSalle Re Holdings Limited occurring on or before December 20, 1999. LaSalle Re Holdings Limited and European Reinsurance Company at Zurich (the "Parties") agree that any public announcement of a pending Change of Control transaction involving LaSalle Re Holdings Limited occurring on or before December 20, 1999 shall not be considered a Change of Control for the purposes of Section 6.8 of the Agreement. The Parties further agree that the occurrence of a Change of Control event (a), (b) or (c) (as defined in the definition of Change of Control in the Agreement) occurring after December 20, 1999 shall be considered a Change of Control for the purposes of Section 6.8 of the Agreement, notwithstanding any events which occurred on or before December 20, 1999. All provisions of the Agreement remain in full force and effect. Please confirm that the foregoing reflects our agreement by signing and returning the duplicate of this letter enclosed herewith. Sincerely, /s/ David R. Whiting /s/ John P. Doucette ----------------------- -------------------- David R. Whiting John P. Doucette Member of Senior Management Member of Management