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Published on 10/17/2007 in the Prospect News Special Situations Daily.

Munich Re to acquire Midland for $1.3 billion

By Lisa Kerner

Charlotte, N.C., Oct. 17 - The Midland Co. agreed to be acquired by Munich Re for $65 cash per share.

The per-share price is a 13.5% premium above Midland's Oct. 16 closing price and a 55% premium over the stock's price at the start of 2007.

Both companies' boards of directors have approved the transaction, which is slated to close in the first half of 2008. The equity value of the deal is $1.3 billion.

Earlier in the year, Midland had formed a committee to evaluate strategic alternatives with assistance from UBS Investment Bank. The special committee unanimously recommended approval of the merger agreement with Munich Re.

"We are very excited about this unique opportunity to take this premier specialty property and casualty insurance company and join forces with one of the largest reinsurance companies in the world," Midland president and chief executive officer John W. Hayden said in a company news release.

"This will allow us to take our deep specialty property and casualty industry expertise and our product and distribution platform and expand in ways that may not have been possible without the capital, resources and reputation of an organization like Munich Re."

Munich Re, a Germany-based reinsurance provider, was advised by Lehman Brothers.

Midland is a specialty insurance products company located in Cincinnati.

Acquirer:Munich Re
Target:The Midland Co.
Transaction total:$1.3 billion
Price per share:$65.00
Announcement date:Oct. 17
Expected closing:First half of 2008
Stock price for target:Nasdaq: MLAN: $57.27 on Oct. 16

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