|[December 28, 2012]
Presidential Life Corporation and Athene Annuity & Life Assurance Company Complete Merger
NYACK, N.Y. & HAMILTON, Bermuda --(Business Wire)--
Presidential Life Corporation ("Presidential Life") (NASDAQ:
PLFE), a Delaware corporation headquartered in Nyack, NY, which markets
and sells a variety of fixed annuity, life insurance and accident and
health insurance products through its wholly owned subsidiary,
Presidential Life Insurance Company, a New York-domiciled life insurance
company that has approximately $3.5 billion of admitted assets as of
September 30, 2012, and Athene Holding Ltd. ("Athene Holding,"
and together with its subsidiaries, "Athene"), a Bermuda-based
holding company, today announced the completion of the acquisition of
Presidential Life by Athene Holding's wholly owned subsidiary, Athene
Annuity & Life Assurance Company ("Athene Annuity"), a
Delaware-domiciled insurer focused on retail fixed and index annuity
sales and reinsurance. The transaction is valued at approximately $414
"The acquisition of Presidential Life gives Athene a presence in all 50
states and creates significant opportunities for growth in our retail
sales and reinsurance operations," said James R. Belardi, CEO of Athene
Holding and Athene Annuity. "We continue to build a market-leading
retirement savings company through a combination of organic growth,
reinsurance and strategic acquisitions."
Under the terms of the merger agreement, Presidential Life stockholders
will receive $14 in cash for each share of Presidential Life common
stock held. Letters of transmittal allowing Presidential Life
stockholders of record to deliver their shares to the paying agent in
exchange for payment of the merger consideration will be distributed
promptly. Stockholders who hold shares through a bank or broker should
contact their bank or broker to determine what, if any, steps they need
to take in order to receive the cash merger consideration for the shares
they beneficially own.
With the closing of the transaction, Presidential Life's common shares
will cease to trade on NASDAQ and will be delisted.
Sandler O'Neill + Partners, L.P. acted as the financial advisor to
Presidential Life and provided a fairness opinion to the Board of
Directors of Presidential Life in conection with the transaction.
Proskauer Rose LLP acted as counsel to Presidential Life. Sidley Austin
LLP acted as counsel to Athene.
Athene Annuity is a wholly owned subsidiary of Athene Holding, a life
insurance holding company focused principally on the retirement market
and whose business, through its subsidiaries, is focused primarily on
issuing and reinsuring fixed and equity indexed annuities and writing
funding agreements and funding agreement-backed notes. Athene Holding's
other principal subsidiaries include Athene Life Insurance Company, a
Delaware-domiciled insurance company, and Athene Life Re Ltd., a
Athene Holding was formed in 2008 by James R. Belardi, formerly
President of SunAmerica Life Insurance Company and Chief Investment
Officer of AIG Retirement Services, Inc. and Chip Gillis, former head of
Bear Stearns' Insurance Solutions Group and was sponsored by an
affiliate of Apollo Global Management, LLC (NYSE: APO) to provide
solutions to the growing need for tax efficient savings vehicles to
support retiring baby boomers. The products offered by Athene Holding,
through its subsidiaries, include:
Retail fixed and equity indexed annuity products
Institutional products, such as funding agreements
Co-insurance and reinsurance arrangements with third party life
insurance and annuity providers
About Presidential Life
Presidential Life, through its wholly owned subsidiary, Presidential
Life Insurance Company, markets and sells a variety of fixed annuity,
life insurance and accident and health insurance products. Through
Presidential Life Insurance Company, Presidential Life is licensed to
market its products in all 50 states and the District of Columbia.
Further information about Presidential Life is available on the Internet
This press release may constitute or contain forward-looking statements
within the "safe harbor" provisions of the Private Securities Litigation
Reform Act of 1995 that reflect, when made, Presidential Life's current
views with respect to current events and financial performance. Such
forward-looking statements are and will be, as the case may be, subject
to risks and uncertainties, as well as assumptions that, if they do not
materialize or prove correct, could cause results to differ materially
from those expressed or implied by such forward-looking statements. All
statements other than statements of historical fact are statements that
could be deemed forward-looking statements, including statements of: (a)
Presidential Life's plans; (b) the outcome of contingencies; (c) beliefs
or expectations; and (d) assumptions underlying any of the foregoing.
Forward-looking statements may be identified by their use of
forward-looking terminology, such as "believes," "expects," "may,"
"should," "would," "will," "intends," "plans," "estimates,"
"anticipates," "projects" and similar words or expressions. You should
not place undue reliance on these forward-looking statements, which
reflect management's opinions only as of the date of this release.
Because these forward-looking statements are based on estimates and
assumptions that are subject to significant business, economic, and
competitive risks and uncertainties, many of which are beyond
Presidential Life's control or are subject to change, actual results
could be materially different.
These risks include but are not limited to those detailed from time to
time in Presidential Life's public filings with the SEC (News - Alert), including its
Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current
Reports on Form 8-K.
Readers are cautioned not to place undue reliance on forward-looking
statements, which speak only as of their dates. Presidential Life
undertakes no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise, except as required by law.
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