The Devlin Group to Acquire Forethought Financial Services, Inc.

February 17, 2004

The New York-based Devlin Group, an investment firm organized by a group of prominent insurance industry executives, announced that FFS Holdings, Inc., an acquisition vehicle organized by it, has signed a definitive agreement to acquire Forethought Financial Services, Inc., the leading provider of pre-need insurance and trust services in the United States, from Hillenbrand Industries, Inc. for aggregate consideration of approximately $280 million.

Forethought Financial Services, Inc. is a leading provider of pre-need insurance and trust services. Its products help families prepare in advance for the cost of funeral and related services. Forethought has assets in excess of $3 billion, annual sales of over $450 million and statutory capital and surplus of approximately $275 million.

The Devlin Group is led by led by Robert M. Devlin, former Chairman and CEO of American General Corp [prior to its acquisition by AIG].
Commenting on this transaction, Devlin stated: “Our plan is to continue to build on Forethought’s seventeen year history of success under the excellent leadership of the current management team and its outstanding marketing operation. In addition, Forethought has a very professional and dedicated group of employees; and we are committed to maintaining the base of operations and headquarters in Batesville, Indiana.”

Other prominent insurance industry executives in the Devlin Group include: William R. Berkley, Chairman and CEO of W.R. Berkley Corporation; Rodney A. Hawes, Jr., former Chairman and CEO of Life Re Corporation; Michael J. Poulos, former Chairman, President and CEO of Western National Corporation and Douglas M. Schair, former Vice Chairman and Chief Investment Officer of Life Re Corporation.

The announcement indicated that “the transaction is subject to customary closing conditions, including regulatory approvals. It is being financed through a combination of equity, seller financing and debt financing. The investment banking firm of Goldman, Sachs & Co. and the law firm of Weil, Gotshal & Manges LLP are advising the Devlin Group on the transaction.”

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