AmericanFinancial Group Inc. unit Great American Insurance Co. has agreed to acquire theabout 49% of National InterstateCorp.'s issued and outstanding common shares that it does notcurrently own.
The all-cash transaction values National Interstate atapproximately $660 million, including assumption of debt.
National Interstate shareholders will receive $32.00 in cashfor each common share held. Additionally, the company will pay shareholders aspecial dividend of 50 cents per share upon the deal's closing. The dealconsideration represents a premium of approximately 43.7% to the company'sMarch 4 closing stock price. The deal is expected to close in thefourth quarter.
National Interstate had said earlier in July that it wasreviewing GreatAmerican's latest takeover offer of $32 per share after a previous bid for per share. AmericanFinancial in March proposed to acquire the minority stake in National Interstate for$30.00 per share in cash.
Morgan Stanley & Co. LLC is acting as financial adviserto National Interstate's special committee, and Willkie Farr & GallagherLLP is acting as its legal adviser. Skadden Arps Slate Meagher & Flom LLPis acting as legal adviser to Great American.