Markel to acquire State National for $21.00 per share in cash
Markel (MKL) and State National Companies (SNC) announced that they have entered into a definitive agreement under which Markel will acquire all of the outstanding shares of State National common stock for $21.00 per share in cash. The transaction has a total value of approximately $919M.
State National Companies, Inc. provides property and casualty insurance in the United States. It operates in two segments, Program Services and Lender Services.
The agreement, which has been unanimously approved by both companies’ board of directors, represents a 38% premium to State National’s 30-day volume-weighted average stock price as of May 18, 2017, the last trading day prior to published market speculation regarding a potential sale of State National, and a premium of approximately 7% to State National’s closing stock price on July 25, 2017.
The transaction, which is subject to the approval of a majority of State National shareholders, approvals by relevant state insurance regulators and other customary closing conditions, is expected to close in the fourth quarter of 2017.
The transaction is not subject to any financing condition, and #Markel plans to finance the transaction using cash balances on hand.
Members of the #Ledbetter family have entered into a voting agreement with Markel in support of the merger. CF SNC Investors LP has entered into a separate similar voting agreement with Markel.
As a result of these voting agreements, approximately 37% of State National’s common stock is committed to vote in favor of the transaction.
Upon completion of the transaction, State National will operate as a separate business unit. The management team, led by Terry Ledbetter, State National’s current Chairman and CEO will remain in place and will continue to be based in Bedford, Texas.
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