NN Group NV said Oct. 5 that it intends to make anoffer to acquire Delta LloydNV for a total consideration of €2.4 billion.
NN Group offered €5.30 in cash per ordinary DeltaLloyd share, representing a 29% premium over the stock's Oct. 4 closing priceof €4.12 per share and a 53% premium over the last three-month average closingprice. NN Group intends tofinance the offer using existing cash resources and external debt.
NN Group intends to combine its Dutch andBelgian activities with Delta Lloyd. NN Group said the offer will provide DeltaLloyd shareholders with an "immediate, certain and attractive cashvalue," and that the transaction will be EPS, free cash flow and DPSaccretive.
In light of the offer, NN Group will completeits previously announced share buybacks to neutralize stock dividends andsuspend the remaining outstanding part of its €500 million .The offer is subject to customary pre-offer andoffer conditions such as a minimum acceptance level, antitrust clearance andother regulatory approvals, including by De Nederlandsche Bank NV.
Delta Lloyd confirmed that it received anoffer from NN Group, adding that its supervisory and executive boards are"carefully reviewing" the proposal with its financial and legaladvisers, Goldman Sachs International and Allen & Overy. Thecompany said it will make further announcements if and when required.