American Union Insurance Company Issues Letter to Meridian Insurance Group, Inc. to Meet to Discuss Transaction.Business Editors BLOOMINGTON, Ill.--(BUSINESS WIRE)--Sept. 5, 2000 Today, Tuesday, September 5, 2000, Meridian Insurance Group Acquisition Corporation, through Gregory M. Shepard M. Shepard is the tenth track on War All The Time. It is named for Matthew Shepard an American student at the University of Wyoming who was fatally attacked near Laramie, Wyoming, on the night of October 6 – October 7, 1998 in what was widely reported by international news , its Chairman and President, issued a letter to Ms. Norma J. Oman, the President and Chief Executive Officer of Meridian Insurance Group, Inc. asking for a meeting this week to discuss amicably am·i·ca·ble adj. Characterized by or exhibiting friendliness or goodwill; friendly. [Middle English, from Late Latin am resolving the transaction. The contents of the letter are as follows: Ms. Norma J. Oman President and Chief Executive Officer Meridian Insurance Group, Inc. 2955 North Meridian Street Indianapolis, Indiana “Indianapolis” redirects here. For other uses, see Indianapolis (disambiguation). Indianapolis (IPA: [ˌɪndiəˈnæpəlɪs]) is the capital city of the U.S. Dear Norma: I would like to meet with you and the board of directors of Meridian Insurance Group, Inc. this week to discuss the details of my offer and to amicably discuss this matter. Please call me at your earliest convenience. Sincerely, /S/ Gregory M. Shepard Gregory M. Shepard Chairman and President Meridian Insurance Group Acquisition Corporation On Thursday, August 31, 2000, American Union Insurance Company commenced a cash tender offer for all of the outstanding common stock of Meridian Insurance Group, Inc., for $20 per share, which represented a 57% premium based on the closing share price on August 29, 2000. The offer is conditioned upon, among other things, (1) there being validly tendered and not properly withdrawn prior to the expiration of the offer a number of common shares which, together with the 1,588,400 common shares (20.23% of the June 30, 2000 outstanding) owned by Shepard, constitute at least 50.1% of the voting securities of Meridian Insurance Group Inc. outstanding or issuable under the company's stock option plans, (2) Meridian's redemption of its preferred share purchase rights, (3) American Union being satisfied, in its sole discretion, that the provisions of the Indiana Business Combination chapter are inapplicable in·ap·pli·ca·ble adj. Not applicable: rules inapplicable to day students. in·ap to the offer and the proposed merger described herein, (4) American Union being satisfied, in its sole discretion, that the provisions of the Indiana Control Share Acquisitions chapter are inapplicable to the offer and the proposed merger described herein, (5) American Union having obtained all insurance regulatory approvals necessary for their acquisition of control of Meridian and its insurance subsidiaries and affiliates on terms and conditions satisfactory to American Union, in its sole discretion, and (6) America Union obtaining financing. The offer and its withdrawal rights will expire at 5:00 P.M., New York City New York City: see New York, city. New York City City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S. time, on September 29, 2000, unless the offer is extended. The offer is being made through a wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. of American Union. The Depositary DEPOSITARY, contracts. He with whom a deposit is confided or made. 2. It is, the essence of the contract of deposits that it should be gratuitous on the part 'of the depositary. 9 M. R. 470. and Information Agent for the offer is ChaseMellon Shareholder Services, L.L.C., 44 Wall Street, 7th Floor, New York New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of , New York, 10005, Call Toll-Free (888) 451-6741. American Union Insurance Company is a Bloomington, Illinois Bloomington is a city in McLean County, Illinois, United States that is its county seat as well. A 2006 special census indicated that the population was 74,975 [1]. based property and casualty insurance company originally chartered in 1916 by L.F. Shepard as Union Automobile Insurance Association. The present name was adopted in 1998. Today 50% of American Union's common stock is owned by Gregory M. Shepard and 50% by Tracy M. Shepard, who are brothers. |
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