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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE
SECURITIES EXCHANGE ACT OF 1934
For the month of November, 2005.
Commission File Number 001-15244
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CREDIT SUISSE GROUP
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(Translation of registrant's name into English)
PARADEPLATZ 8, P.O. BOX 1, CH - 8070 ZURICH, SWITZERLAND
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(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports
under cover of Form 20-F or Form 40-F.
Form 20-F |X| Form 40-F | |
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(1):
Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a
Form 6-K if submitted solely to provide an attached annual report to security
holders.
Indicate by check mark if the registrant is submitting the Form 6-K in paper as
permitted by Regulation S-T Rule 101(b)(7):
NOTE: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a
Form 6-K if submitted to furnish a report or other document that the registrant
foreign private issuer must furnish and make public under the laws of the
jurisdiction in which the registrant is incorporated, domiciled or legally
organized (the registrant's "home country"), or under the rules of the home
country exchange on which the registrant's securities are traded, as long as the
report or other document is not a press release, is not required to be and has
not been distributed to the registrant's security holders, and, if discussing a
material event, has already been the subject of a Form 6-K submission or other
Commission filing on EDGAR.
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes | | No |X|
If "Yes" is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b):
82- .
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[GRAPHIC] Media Relations
Credit Suisse GROUP
P.O. Box 1
CH-8070 Zurich
www.credit-suisse.com
Telephone +41 844 33 88 44
Telefax +41 44 333 88 77
media.relations@credit-suisse.com
THE INDEPENDENT ACTUARY PRESENTS DRAFT REPORTS IN FAVOR OF WINTERTHUR REGARDING
THE DISPUTE BETWEEN XL INSURANCE (BERMUDA) LIMITED AND WINTERTHUR SWISS
INSURANCE COMPANY. FINAL REPORTS EXPECTED FOR DECEMBER 5.
Zurich, November 24, 2005 - CREDIT SUISSE GROUP TODAY ANNOUNCED THAT THE
INDEPENDENT ACTUARY DESIGNATED IN THE SALE AND PURCHASE AGREEMENT (SPA) BETWEEN
XL INSURANCE (BERMUDA) LIMITED ("XL") AND WINTERTHUR SWISS INSURANCE COMPANY
("WINTERTHUR") REGARDING THE SALE OF WINTERTHUR INTERNATIONAL IN 2001 HAS
RELEASED A DRAFT REPORT REGARDING THE ESTIMATE OF THE SEASONED NET RESERVES
AMOUNT. ACCORDING TO THE REPORT, THE INDEPENDENT ACTUARY'S DRAFT CONCLUSION OF
RESERVE LIABILITY IS CLOSER TO THE ESTIMATE SUBMITTED BY WINTERTHUR. THAT
AMOUNT, ALREADY PROVIDED FOR IN THE WINTERTHUR ACCOUNTS, IS EXPECTED TO BECOME
THE RELEVANT SEASONED NET RESERVES AMOUNT PAYABLE TO XL.
In a related determination regarding the seasoning of premiums received by XL,
the Independent Actuary has also arrived at a draft conclusion closer to
Winterthur's estimate which, when issued in a Final Report, will result in a USD
9 Mio payment to Winterthur from XL. The Independent Actuary has reserved the
right to adjust the relevant calculations in the Draft Reports for "manifest
errors" which might be discovered in the calculations before the Final Reports
are issued on December 5, a common step in actuarial work. No new data can be
introduced in this period, and actuarial and other judgments will not be
revisited. The Independent Actuary's team has worked with the two parties on
these issues for seven months, and the Draft Reports comprehensively address all
issues raised by XL and Winterthur. Once the Final Reports are released by the
Independent Actuary, the so-called Seasoning Process can be considered
completed.
Winterthur participated with XL, in accordance with the terms of the SPA, in a
review of any adverse development of loss and unearned premium reserves during a
three-year post-
Page 1 of 2
completion seasoning period. This period expired on June 30, 2004. The
provisions recorded by Winterthur on September 30, 2005, for this sale-related
contingency, net of pre-payments to and risks retained by XL, amounted to USD
541 million (USD 550 million minus USD 9 million) plus interest accrued between
June 30, 2004 and September 2005. The final payment to XL will include further
interest up to settlement date and a USD 6 million increase agreed by the
parties in the fourth quarter 2005.
ENQUIRIES
Credit Suisse Group, Media Relations Telephone +41 844 33 88 44
Credit Suisse Group, Investor Relations Telephone +41 44 333 31 69
CREDIT SUISSE GROUP
Credit Suisse Group is a leading global financial services company headquartered
in Zurich. It provides private clients and small and medium-sized companies with
private banking and financial advisory services, and pension and insurance
solutions from Winterthur. In the area of investment banking, it serves global
institutional, corporate, government and individual clients in its role as a
financial intermediary. Credit Suisse Group's registered shares (CSGN) are
listed in Switzerland and in the form of American Depositary Shares (CSR) in New
York. The Group employs around 62,000 staff worldwide. As of September 30, 2005,
it reported assets under management of CHF 1,404.6 billion.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION
This press release contains statements that constitute forward-looking
statements. In addition, in the future we, and others on our behalf, may make
statements that constitute forward-looking statements. Such forward-looking
statements may include, without limitation, statements relating to our plans,
objectives or goals; our future economic performance or prospects; the potential
effect on our future performance of certain contingencies; and assumptions
underlying any such statements. Words such as "believes," "anticipates,"
"expects," "intends" and "plans" and similar expressions are intended to
identify forward-looking statements but are not the exclusive means of
identifying such statements. We do not intend to update these forward-looking
statements except as may be required by applicable laws. By their very nature,
forward-looking statements involve inherent risks and uncertainties, both
general and specific, and risks exist that predictions, forecasts, projections
and other outcomes described or implied in forward-looking statements will not
be achieved. We caution you that a number of important factors could cause
results to differ materially from the plans, objectives, expectations, estimates
and intentions expressed in such forward-looking statements. These factors
include (i) market and interest rate fluctuations; (ii) the strength of the
global economy in general and the strength of the economies of the countries in
which we conduct our operations in particular; (iii) the ability of
counterparties to meet their obligations to us; (iv) the effects of, and changes
in, fiscal, monetary, trade and tax policies, and currency fluctuations; (v)
political and social developments, including war, civil unrest or terrorist
activity; (vi) the possibility of foreign exchange controls, expropriation,
nationalization or confiscation of assets in countries in which we conduct our
operations; (vii) the ability to maintain sufficient liquidity and access
capital markets; (viii) operational factors such as systems failure, human
error, or the failure to properly implement procedures; (ix) actions taken by
regulators with respect to our business and practices in one or more of the
countries in which we conduct our operations; (x) the effects of changes in
laws, regulations or accounting policies or practices; (xi) competition in
geographic and business areas in which we conduct our operations; (xii) the
ability to retain and recruit qualified personnel; (xiii) the ability to
maintain our reputation and promote our brands; (xiv) the ability to increase
market share and control expenses; (xv) technological changes; (xvi) the timely
development and acceptance of our new products and services and the perceived
overall value of these products and services by users; (xvii) acquisitions,
including the ability to integrate successfully acquired businesses; (xviii) the
adverse resolution of litigation and other contingencies; and (xix) our success
at managing the risks involved in the foregoing. We caution you that the
foregoing list of important factors is not exclusive; when evaluating
forward-looking statements, you should carefully consider the foregoing factors
and other uncertainties and events, as well as the risks identified in our most
recently filed Form 20-F and reports on Form 6-K furnished to the US Securities
and Exchange Commission.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
CREDIT SUISSE GROUP
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(Registrant)
Date November 28, 2005 By /s/ URS ROHNER
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General Counsel
/s/ Charles Naylor
Head of Corporate Communications
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* Print the name and title under the signature of the signing officer.
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SEC 1815 (09-05)