LINCOLN,
Neb. and NEW YORK,
July 26,
2023 /PRNewswire/ -- Midwest Holding
Inc. ("Midwest") (NASDAQ: MDWT), a technology-driven life and
annuity platform, today announced that at a special meeting of
stockholders ("the Special Meeting") held earlier today, its
shareholders approved the previously announced merger agreement
whereby an affiliate of international investment firm Antarctica
Capital will acquire Midwest for $27.00 per share in cash.
According to final results from the Special Meeting,
approximately 69% of the outstanding shares voted in favor of the
transaction, representing more than 99% of the votes cast. Midwest
will file the final, certified voting results with the U.S.
Securities and Exchange Commission on a Form 8-K.
The transaction is expected to close in the second half of 2023,
subject to certain customary closing conditions, including the
receipt of remaining insurance regulatory approvals.
About Midwest Holding Inc.
Midwest Holding Inc. is a technology-enabled, services-oriented
annuity platform. Midwest designs and develops in-demand annuity
products that are distributed through independent distribution
channels to a large and growing demographic of U.S. retirees.
Midwest originates, manages, and typically transfers these
annuities through reinsurance arrangements to asset managers and
other third-party investors. Midwest also provides the operational
and regulatory infrastructure and expertise to enable asset
managers and third-party investors to form and manage their own
reinsurance capital vehicles. For more information, please
visit www.midwestholding.com
About Antarctica Capital
Antarctica Capital is an international investment firm
headquartered in New York with assets under management of
approximately $1.5 billion as of
December 31, 2022. Antarctica Capital
is a registered investment advisor and is dedicated to investments
in private markets and real assets and the establishment of
long-term capital vehicles to leverage this investment focus.
Antarctica Capital's investment approach is active ownership with
an inherent focus on sustainability and providing more than capital
to develop companies. The firm has an absolute return focus, which
leads the firm to rigorously evaluate and build conviction around
idiosyncratic investment opportunities and build value through the
implementation of its investment strategies, such as SIGA®, SARO®
and SEREY™. For more information
visit https://antarcticacapital.com/.
Contacts
Midwest
Holding
Investors: ir@midwestholding.com
Media: press@midwestholding.com or Paul Caminiti / Nicholas
Leasure, Reevemark, 212-433-4600
Antarctica Capital
Media:
info@antarcticacapital.com
Cautionary Statement Regarding Forward-Looking
Statements
This communication and any documents referred to in this
communication contain certain forward-looking statements within the
meaning of the federal securities laws with respect to the proposed
acquisition of Midwest Holding Inc. (the "Company") by an affiliate
of Antarctica Capital, LLC, including, but not limited to,
statements regarding the anticipated timing of the closing of the
proposed transaction. These forward-looking statements generally
are identified by the words "may," "will," "should," "expect,"
"plan," "anticipate," "believe," "estimate," "predict,"
"potential," "intend," "target," "contemplate," "project," and
similar expressions. Forward-looking statements are predictions,
projections and other statements about future events that are based
on current expectations and assumptions and, as a result, are
subject to risks and uncertainties. Many factors could cause actual
future events to differ materially from the forward-looking
statements in this communication, including but not limited to: (i)
the risk that the proposed transaction may not be completed in a
timely manner or at all, (ii) the failure to satisfy the conditions
to the consummation of the proposed transaction, including approval
of the proposed transaction by the stockholders of the Company and
the receipt of necessary regulatory approvals, (iii) the occurrence
of any event, change or other circumstance that could give rise to
the termination of the proposed transaction, (iv) the effect of the
announcement or pendency of the proposed transaction on the
Company's business relationships, operating results, and business
generally, including the termination of any business contracts, (v)
risks that the proposed transaction disrupts current plans and
operations of the Company and potential difficulties in hiring and
retaining key personnel as a result of the proposed transaction,
(vi) risks related to diverting management's attention from the
Company's ongoing business operations, (vii) risks that any
announcements related to the proposed transaction could have
adverse effects on the Company's stock price, credit ratings or
operating results, (viii) the outcome of any legal proceedings that
may be instituted related to the Merger Agreement or the proposed
transaction and (ix) the significant transactions costs that the
parties will incur in connection with the proposed transaction. The
risks and uncertainties may be amplified by economic, market,
business or geopolitical conditions or competition, or changes in
such conditions, negatively affecting the Company's business,
operations and financial performance. The foregoing list of factors
is not exhaustive. You should carefully consider the foregoing
factors and the other risks and uncertainties that affect the
Company's business as described in the "Risk Factors" section of
the Company's Annual Report on Form 10-K, Quarterly Reports on Form
10-Q and other documents filed from time to time with the SEC.
These filings identify and address other important risks and
uncertainties that could cause actual events and results to differ
materially from those contained in the forward-looking statements.
Forward-looking statements speak only as of the date they are made.
Readers are cautioned not to put undue reliance on forward-looking
statements, and the Company assumes no obligation to, and does not
intend to, update or revise these forward-looking statements,
whether as a result of new information, future events, or
otherwise, unless required by law.
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SOURCE Midwest Holding Inc.