Benzinga | May 6, 2021 07:08AM EDT

Progressive To Acquire All Outstanding Shares Of Protective Insurance For $23.30/Share For Total Transaction Value Of ~$338M

Protective Insurance Corporation (NASDAQ:PTVCA) ("Protective" or the "Company") today announced that at a special meeting of shareholders held yesterday, the Company's class A shareholders approved a proposal to adopt the merger agreement, dated as of February 14, 2021 (the "Merger Agreement"), by and among the Company, The Progressive Corporation (NYSE:PGR) ("Progressive") and Carnation Merger Sub Inc. an indirect, wholly owned subsidiary of Progressive, under which Progressive will acquire all of the outstanding Class A shares ("Class A Shares") and Class B shares of Protective's common stock for $23.30 per share in cash, for a total transaction value of approximately $338 million.



Approximately 97% of the Class A Shares that voted were voted in favor of the Merger Agreement, which constitutes approximately 71% of the outstanding Class A Shares entitled to vote. The final vote results, as certified by the independent Inspector of Election, will be filed on a Form 8-K with the U.S. Securities and Exchange Commission.

"We thank Protective shareholders for their strong support of our value enhancing transaction with Progressive, which we believe is in the best interest of Protective and all of our stakeholders," said Jeremy Johnson, Protective's Chief Executive Officer. "This shareholder approval is an important milestone as we work to join the Progressive family and deliver innovative offerings and superior customer service to even more customers across the country."

The Company also announced that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 with respect to the Company's proposed acquisition by Progressive has expired. The proposed transaction remains subject to the satisfaction of certain closing conditions, including approval of the proposed transaction by the Indiana Department of Insurance. The Company currently anticipates that the proposed transaction will be completed in June or July 2021.