AmTrust Go-Private Transaction Receives Regulatory Approval
November 27 2018 - 5:25PM
AmTrust Financial Services, Inc. (Nasdaq: AFSI) (“AmTrust” or the
“Company”) today announced that it has obtained all regulatory
approvals required to complete the merger transaction in which
Evergreen Parent, L.P., an entity formed by private equity funds
managed by Stone Point Capital LLC, together with Barry Zyskind,
Chairman and CEO of AmTrust, George Karfunkel and Leah Karfunkel
(collectively, the "Karfunkel-Zyskind Family"), will acquire the
approximately 45% of the Company’s issued and outstanding common
shares that the Karfunkel-Zyskind Family and certain of its
affiliates and related parties do not presently own or control. The
merger transaction is expected to close on November 29, 2018.
The transaction was approved by AmTrust common stockholders at a
special meeting of stockholders held on June 21, 2018. At closing,
under the terms of the amended merger agreement, AmTrust common
stockholders will receive $14.75 in cash for each share of AmTrust
common stock they own. Following the close of the transaction,
AmTrust common stock under the symbol “AFSI” will cease trading and
will be delisted from the NASDAQ Stock Market.
About AmTrust Financial Services, Inc. AmTrust
Financial Services, Inc., a multinational insurance holding company
headquartered in New York, offers specialty property and casualty
insurance products, including workers' compensation, commercial
automobile, general liability and extended service and warranty
coverage through its primary insurance subsidiaries rated "A-"
(Excellent) by A.M. Best. AmTrust is included in the Fortune 500
list of largest companies. For more information about AmTrust visit
www.amtrustfinancial.com.
About Stone Point Capital LLC
Stone Point Capital LLC (www.stonepoint.com) is a financial
services-focused private equity firm based in Greenwich, CT. The
firm has raised and managed seven private equity funds – the
Trident Funds – with aggregate committed capital of approximately
$19 billion. Stone Point targets investments in the global
financial services industry, including investments in companies
that provide outsourced services to financial institutions, banks
and depository institutions, asset management firms, insurance and
reinsurance companies, insurance distribution and other
insurance-related businesses, specialty lending and other credit
opportunities, mortgage services companies and employee benefits
and healthcare companies.
Forward Looking Statements
This news release contains certain forward-looking statements
that are intended to be covered by the safe harbors created by the
Private Securities Litigation Reform Act of 1995. When we use words
such as "anticipate," "intend," "plan," "believe," "estimate,"
"expect," or similar expressions, we do so to identify
forward-looking statements. Examples of forward-looking statements
include the plans and objectives of management for future
operations, including those relating to future growth of our
business activities and availability of funds, and estimates of the
impact of material weaknesses in our internal control over
financial reporting, and are based on current expectations that
involve assumptions that are difficult or impossible to predict
accurately and many of which are beyond our control. Actual results
may differ materially from those expressed or implied in these
statements as a result of significant risks and uncertainties,
including, but not limited to, the ability to recognize the
benefits of the merger, the amount of the costs, fees, expenses and
charges related to the merger, non-receipt of expected payments
from insureds or reinsurers, changes in interest rates, a further
downgrade in the financial strength ratings of our insurance
subsidiaries, changes in tax laws, the effect of the performance of
financial markets on our investment portfolio, the amounts, timing
and prices of any share repurchases made by us under our share
repurchase program, development of claims and the effect on loss
reserves, accuracy in projecting loss reserves, the cost and
availability of reinsurance coverage, the effects of emerging claim
and coverage issues, changes in the demand for our products, our
degree of success in integrating acquired businesses, the effect of
general economic conditions, state and federal legislation,
regulations and regulatory investigations into industry practices,
our ability to timely and effectively remediate the material
weakness in our internal control over financial reporting and
implement effective internal control over financial reporting and
disclosure controls and procedures in the future, access to public
markets to raise debt or equity capital, risks associated with
conducting business outside the United States, the impact of
Brexit, developments relating to existing agreements, disruptions
to our business relationships with Maiden Holdings, Ltd. or
National General Holdings Corp., breaches in data security or other
disruptions with our technology, any inability to keep pace with
technological advances, heightened competition, changes in pricing
environments, changes in asset valuations and the results of legal
proceedings, including litigation relating to the merger.
Additional information about these risks and uncertainties, as well
as others that may cause actual results to differ materially from
those projected, is contained in our filings with the SEC,
including our Annual Report on Form 10-K and our quarterly reports
on Form 10-Q. The projections and statements in this news release
speak only as of the date of this news release and we undertake no
obligation to update or revise any forward-looking statement,
whether as a result of new information, future developments or
otherwise, except as may be required by law.
AmTrust Financial Services Chaya
CooperbergChief Human Resources Officer & EVP Corporate
Affairschaya.cooperberg@amtrustgroup.com(646) 458-3332
Hunter HoffmannVP, Creative and Brand
MarketingHunter.Hoffmann@amtrustgroup.com646.870.1949
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