American Physicians Capital Inc. (APCapital) (NASDAQ:ACAP), a major provider of health care liability insurance, and The Doctors Company, the largest national insurer of physician and surgeon medical liability, today announced that they have entered into a definitive agreement pursuant to which The Doctors Company will acquire APCapital for $41.50 per share in cash, or an aggregate purchase price of approximately $386 million. The $41.50 per share in cash purchase price represents a premium of approximately 31 percent over the $31.76 per share closing price of ACAP on July 7, 2010, the last trading day prior to today’s announcement.
R. Kevin Clinton, President and CEO of APCapital said, “This transaction delivers significant value to our shareholders. Additionally, our insureds will benefit as they become members of one of the largest and most respected professional liability companies in the nation. I would like to recognize our employees, agents, and medical society partners for their dedication and commitment to APCapital. They are the driving force behind the success of our company.”
“We are extremely pleased to announce this partnership between two physician-founded companies and we look forward to delivering enhanced value to our member insureds through the financial strength of a combined organization with a relentless commitment to protecting, defending, and rewarding the practice of good medicine,” said Richard E. Anderson, MD, FACP, chairman and CEO of The Doctors Company. “Members will benefit from our partnership and will continue to receive aggressive claims defense, unmatched legislative and patient safety advocacy, outstanding service, and industry leading member benefits.”
With this merger, The Doctors Company further expands its position as the largest national insurer of physician and surgeon medical liability to nearly 55,000 member insureds.The Board of Directors of APCapital has approved the proposed transaction and has resolved to recommend that its shareholders approve the merger. The transaction is expected to close in the fourth quarter of 2010 and is subject to customary closing conditions, including the receipt of regulatory approvals, and approval by a majority of APCapital’s shareholders.