Insurance holding company American Financial Group wants to snatch up the rest of National Interstate Corp. that its subsidiary doesn’t already own in a proposed $293 million deal.
The ownership stake already in place is through its subsidiary Great American Insurance Co. AFG plans to buy the remaining shares for $30 each, in cash, a 32.7 percent premium over National Interstate’s last closing price.
Before the M&A deal was announced, Great American Insurance Co. owned 51 percent of the outstanding National Interstate common shares. As well, current or former executive officers of GAIC or American Financial Group take five of 11 board of director slots at National Interstate.
AFG said it expects the National Interstate board of directors to appoint a special committee to consider the proposed deal, after which it will make a recommendation to the National Interstate board of directors.
The deal won’t move forward unless it gains special committee approval, and none of the National Interstate directors who are current or former executive officers of GAIC or AFG will participate in consideration of the AFG proposal by National Interstate, the special committee or the special committee’s advisors. Also, the majority of the shares of National Interstate owned by AFG or its affiliate must approve the transaction, and all National Interstate shareholders will receive the same consideration for their shares in the proposed transaction.
American Financial Group is based in Ohio with about $50 billion in assets. Through its Great American Insurance Co. subsidiary, it focuses mostly on property/casualty insurance and specialized commercial products for businesses.
Source: American Financial Group, Inc.