StanCorp Agrees To Be Acquired By Meiji Yasuda For $5 Bln.; Stock Up 38%

(RTTNews) - StanCorp Financial Group Inc (SFG) on Thursday said it has agreed to be acquired by Japan-based Meiji Yasuda Life Insurance Co for $115 per share in cash, representing a total value of about $5 billion.

The offer price represents a 50% premium to StanCorp's share price as of the close of business on July 23.

The deal, approved by both companies' boards, is expected to close in the first quarter of 2016.

The all-cash premium transaction provides substantial and immediate value for StanCorp's shareholders, the company said, adding the deal is part of Meiji Yasuda's international growth strategy.

StanCorp will operate under the Standard brand and maintain current operations, headquarters, employees, and management team, and become Meiji Yasuda's primary U.S. presence and partner.

Standard's expertise in insurance, retirement and investment products and services, coupled with Meiji Yasuda's global businesses and resources, will create a stronger and more diversified combined company with total assets of $327 billion, StanCorp said.

The deal will include a post-announcement "go-shop" designed to provide an opportunity for other bidders to determine whether they are interested in proposing to acquire StanCorp. Accordingly, StanCorp has an opportunity to solicit competing proposals during a 25-day period.

In the event that a bidder makes a qualifying proposal within that initial period which is finalized within 20 days after that initial period, the successful competing bidder would bear a $90 million termination fee. Otherwise, a successful competing bidder would bear a $180 million termination fee.

The deal allows StanCorp to pay out a regular annual cash shareholder dividend prior to the closing of the transaction, in an amount up to $1.40 per share.

StanCorp shares closed Thursday at $76.69, down $0.97 or 1.25%, on the NYSE. In after hours, the stock gained $28.82 or 37.58% at $105.51.