American Financial Group Announces Completion of Its Merger with American Financial Corporation
21 11월 2003 - 4:37AM
PR Newswire (US)
American Financial Group Announces Completion of Its Merger with
American Financial Corporation CINCINNATI, Nov. 20
/PRNewswire-FirstCall/ -- American Financial Group, Inc. announced
today that it has completed its merger with its subsidiary,
American Financial Corporation ("AFC"). The merger significantly
increases AFG shareholders' equity and simplifies the structure of
the company and its subsidiaries. Holders of over 75% of AFC's
shares of Series J Preferred Stock, voting at a special meeting of
AFC shareholders, voted to approve the merger. As a result, AFC and
its immediate parent company, AFC Holding Company, merged with and
into AFG. AFC's Series J Preferred shareholders are now entitled to
receive $26.00 per share in common stock of AFG, along with a cash
payment of 101/2 cents per share representing accrued dividends on
the Series J Preferred from November 1 to November 20, 2003. Cash
will also be paid in lieu of fractional shares of AFG common stock.
The exchange rate is 1.1434 shares of AFG common stock for each
share of AFC Series J Preferred. Letter of transmittal forms are
being sent to all record holders of Series J preferred stock today.
Shareholders are asked to complete and return the forms to the
Company along with the certificate(s) representing their shares. In
the merger, approximately $72 million of AFC preferred stock was
converted into approximately 3.3 million shares of AFG common
stock. As previously reported, the conversion of AFC preferred
stock to AFG common equity and the elimination of deferred tax
liabilities associated with AFC's holding of AFG stock, will result
in a 12% to 15% increase in AFG shareholders' equity. Through the
operations of Great American Insurance Group, AFG is engaged
primarily in property and casualty insurance, focusing on
specialized commercial products for businesses, and in the sale of
annuities, life and supplemental health insurance products. Forward
Looking Statements This press release contains certain statements
that may be deemed to be "forward-looking statements" within the
meaning of Section 27A of the Securities Act of 1933 and Section
21E of the Securities Exchange Act of 1934. All statements in this
press release not dealing with historical results are
forward-looking and are based on estimates, assumptions and
projections. Actual results could differ materially from those
expected by AFG depending on certain factors including but not
limited to: changes in economic conditions including interest
rates, performance of securities markets, and the availability of
capital, regulatory actions, changes in legal environment, judicial
decisions and rulings, tax law changes, and other changes in market
conditions that could affect AFG's insurance operations.
DATASOURCE: American Financial Group, Inc. CONTACT: Anne N. Watson,
Vice President - Investor Relations of American Financial Group,
Inc., +1-513-579-6652 Web site: http://www.amfnl.com/
http://www.greatamericaninsurance.com/
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American Financial (NYSE:AFG)
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American Financial (NYSE:AFG)
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