Delta Lloyd NV will cease to exist June 1 after the notarial deed to establish the triangular legal merger of the Dutch insurance firm into NN Group NV wholly owned subsidiary NN Group Bidco BV was executed May 31.
Under the terms of the triangular legal merger, remaining shareholders in Delta Lloyd will receive 0.1662 share in NN Group in exchange for each Delta Lloyd share they hold. The NN Group shares are equal to the offer price of €5.40 per Delta Lloyd share previously offered under a public cash offer by NN Group Bidco to Delta Lloyd shareholders, divided by NN Group's May 30 volume-weighted average stock price of €32.49.
A total of 30,505,233 of Delta Lloyd shares are not directly or indirectly held by NN Group as of May 31, meaning 5,069,969 new NN Group shares will be allotted June 1, with settlement set to take place June 5.
The legal merger will become effective June 1, with the last trading day of Delta Lloyd shares set for May 31. Delta Lloyd's annual general meeting of shareholders scheduled for June 7 is also canceled.
The two companies previously expected the legal merger to complete Aug. 3.