New York’s Allcity Insurance Company announced that it has received a proposal from its indirect parent company, Leucadia National Corporation, the beneficial owner of approximately 91 percent of Allcity’s common stock, for a possible tender offer to acquire all of its remaining outstanding shares for $2 per share.
“The proposal states that the acquisition of such shares by Leucadia would take the form of a tender offer by Leucadia, subject to customary conditions, as well as enough shares of Allcity’s common stock being tendered so that, together with the shares Leucadia currently beneficially owns, Leucadia would beneficially own at least 95% of the outstanding shares of Allcity’s common stock,” said the bulletin.
Assuming the tender offer goes through, and the NY State Insurance Department approves the transaction, Leucadia would then acquire all of Allcity’s remaining shares of common stock through its wholly-owned subsidiary, Empire Insurance Company. The same cash price would be offered for all shares under the state’s applicable short form merger statutes.
The announcement stated that “Leucadia has requested that a Special Committee of the Allcity Board of Directors formed to consider any offers from Leucadia evaluate the fairness of this proposal for the purpose of making a recommendation with respect to this proposal.”
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