S. USA Life Insurance Company (SUSA), a subsidiary of Prosperity Life Group, has agreed to acquire National Western Life Group in an all-cash deal worth nearly $1.9bn.
Under the merger deal, each share of National Western common stock that is currently issued and outstanding will be changed into a right to receive $500 at the conclusion of the transaction.
The purchase will be financed using a mix of internal cash flow and a capital commitment from Elliott Investment Management’s affiliates.
Prosperity Life Group and its affiliates will also lend funds under its current facilities or debt commitments.
Prosperity Life Group president and CEO Nicholas von Moltke said: “The acquisition of National Western represents a significant milestone in the continued expansion of our insurance business.
“We look forward to welcoming National Western to Prosperity Life Group. National Western’s capabilities will further complement our ambition to deliver a compelling value proposition to our policyholders and the company.”
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The board of National Western has granted unanimous approval for the deal.
Furthermore, stockholders of National Western – who own nearly 29.7% of shares – have voted in favour of the merger.
Subject to necessary conditions and approvals, the transaction is expected to conclude in the first half of next year.
National Western CEO Ross Moody said: “I would like to thank our board of directors, particularly our strategic opportunities committee of independent directors, which conducted a thorough review of a range of strategic alternatives and possible business opportunities to maximise value for our stockholders.
“The transaction provides clear and immediate value for our stockholders at an attractive premium.”
Citi is acting as financial advisor while Debevoise & Plimpton is the legal advisor for Prosperity Life Group and SUSA for the prospective merger.