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Insurance industry

Conseco and CCP Insurance Announce Definitive Merger Agreement

Strategic Insights

— 1 min read

Conseco, a leading insurance holding company, and CCP Insurance, a provider of life insurance and annuity products, have announced a definitive merger agreement under which Conseco will acquire all of CCP's remaining shares. As part of the deal, non-Conseco stockholders of CCP will receive $23.25 in cash for each share held, representing a 20% premium over the closing price on February 24, 1995. The total value of the transaction is approximately $274 million and is expected to be completed in the third quarter of 1995.

Key Takeaways:

  • Conseco will acquire approximately 11.8 million CCP shares, representing 50.5% of CCP's total outstanding shares, for $23.25 per share.
  • The transaction represents a 20% premium over the closing price of CCP shares on February 24, 1995, and has a total value of approximately $274 million.
  • The merger is contingent on the approval of holders of a majority of CCP's outstanding shares (excluding shares held by Conseco) present in person or represented by proxy at a special stockholders' meeting.
  • Conseco will be the surviving corporation in the merged entity.
  • The terms of the agreement were approved unanimously by a special committee of CCP's independent directors.
  • Salomon Brothers Inc, CCP's financial adviser, has provided an opinion that the consideration to be received by non-Conseco stockholders is fair from a financial point of view.
  • Conseco generates earnings through operating life insurance companies, providing investment management and administrative services, and acquiring and restructuring life insurance companies.
  • CCP Insurance has subsidiaries that develop, market, issue, and administer annuity and life insurance products through cost-effective distribution channels.

Statistics:

  • $274 million: Total value of the transaction contemplated in the announcement.
  • 0.20: Premium as a percentage of the closing price on February 24, 1995.
  • 23.3 million: Total outstanding shares of CCP Insurance.
  • 11.8 million: Approximately CCP shares to be acquired by Conseco.
  • $22.50: Original proposal price per share announced by Conseco on February 24, 1995.
  • 50.5%: Percentage of CCP's total outstanding shares to be acquired by Conseco.
  • 49.5%: Percentage of CCP's total outstanding shares already owned by Conseco.

Sources:

  • BUSINESS WIRE - May 21, 1995
  • Conseco, Inc. (NYSE:CNC)
  • CCP Insurance, Inc. (NYSE:CCP)

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