NEW YORK, — Capital Returns Management, LLC (together with its affiliates, “Capital Returns”), beneficial owner of 147,752 shares of Class A common stock of FBL Financial Group, Inc. (“FBL” or the “Company”) (NYSE: FFG), today issued the following statement welcoming the recommendation from leading proxy advisory firm Institutional Shareholder Services (“ISS”) that shareholders vote AGAINST the proposed merger of FBL with Farm Bureau Financial Property & Casualty Insurance Company (“FBPCIC”):
“We are pleased that ISS is recommending that shareholders vote against this deal. The proposed merger materially undervalues FBL and was the result of a flawed process rife with conflicts of interest. The $56 price is grossly inadequate and fails to reflect FBL’s strategic importance to FBPCIC. Given the significant appreciation in life insurance company valuations since the time of the negotiation, the deal offers no real premium to FBL shareholders and there is limited downside risk when shareholders reject this low-ball offer.”
In its report, ISS concluded: 1
“Given the suboptimal process, uncompelling valuation, and low downside risk of non-approval, the standalone scenario appears to be a more attractive alternative to the offer. As such, shareholders are recommended to vote against the proposed transaction under the current terms.”
ISS also noted the following:1
As outlined in our investor presentation dated April 6, 2021, Capital Returns continues to believe that:
Capital Returns encourages its fellow shareholders to review its presentation, its proxy materials, and its shareholder letters.
Capital Returns intends to vote AGAINST the proposed merger and urges all FBL shareholders to vote AGAINST the proposed merger on the GOLD Proxy Card based on the concerns highlighted by ISS and as identified in our proxy materials.
About Capital Returns Management:
Capital Returns is a sector focused fund that invests exclusively in the insurance industry.
1Permission to quote was not sought or granted. Emphasis added.