This Day On The Street
Continue to site
This account is pending registration confirmation. Please click on the link within the confirmation email previously sent you to complete registration.
Need a new registration confirmation email? Click here

Alleghany Announces Final Merger Consideration Election Results For Former Transatlantic Stockholders

NEW YORK, March 9, 2012 /PRNewswire/ -- Alleghany Corporation (NYSE: Y) ("Alleghany") today announced the final results of the elections made by the former stockholders of Transatlantic Holdings, Inc. ("Transatlantic") regarding the form of consideration to be received in connection with the merger of Transatlantic with and into a wholly-owned subsidiary of Alleghany, which merger became effective on March 6, 2012.

Pursuant to the terms of the merger agreement signed on November 20, 2011, former Transatlantic stockholders were entitled to elect to receive, in exchange for each share of Transatlantic common stock held, either shares of Alleghany common stock or cash consideration with a value equal to approximately $61.14, subject to proration in the event cash was oversubscribed or undersubscribed.

The final results of the elections made by former Transatlantic stockholders are as follows:
  • Holders of 45,107,272 Transatlantic shares, or approximately 78.3% of the outstanding Transatlantic shares, made valid elections to receive shares of Alleghany stock.
  • Holders of 6,887,823 Transatlantic shares, or approximately 12.0% of the outstanding Transatlantic shares, made valid elections to receive cash.
  • Holders of 5,612,426 Transatlantic shares, or approximately 9.7% of the outstanding Transatlantic shares, did not make an election or were deemed not to have made a valid election.

The cash component of the aggregate merger consideration is fixed at $816,007,519, which amount was undersubscribed.  Each Transatlantic share for which a valid election was made to receive cash or for which a valid election was not made will receive approximately $61.14 in cash.  Pursuant to the proration formula set forth in the merger agreement, former Transatlantic stockholders will receive approximately $1.15 in cash and 0.1854 Alleghany shares for each Transatlantic share for which a valid election was made to receive stock consideration.  No fractional shares of Alleghany stock will be issued; in lieu of fractional shares, former Transatlantic stockholders will receive cash.            

UBS Investment Bank and Morgan Stanley acted as financial advisors and Wachtell, Lipton, Rosen & Katz acted as legal counsel to Alleghany.

1 of 2

Check Out Our Best Services for Investors

Action Alerts PLUS

Portfolio Manager Jim Cramer and Director of Research Jack Mohr reveal their investment tactics while giving advanced notice before every trade.

Product Features:
  • $2.5+ million portfolio
  • Large-cap and dividend focus
  • Intraday trade alerts from Cramer
Quant Ratings

Access the tool that DOMINATES the Russell 2000 and the S&P 500.

Product Features:
  • Buy, hold, or sell recommendations for over 4,300 stocks
  • Unlimited research reports on your favorite stocks
  • A custom stock screener
Stocks Under $10

David Peltier uncovers low dollar stocks with serious upside potential that are flying under Wall Street's radar.

Product Features:
  • Model portfolio
  • Stocks trading below $10
  • Intraday trade alerts
14-Days Free
Only $9.95
14-Days Free
Dividend Stock Advisor

David Peltier identifies the best of breed dividend stocks that will pay a reliable AND significant income stream.

Product Features:
  • Diversified model portfolio of dividend stocks
  • Updates with exact steps to take - BUY, HOLD, SELL
Trifecta Stocks

Every recommendation goes through 3 layers of intense scrutiny—quantitative, fundamental and technical analysis—to maximize profit potential and minimize risk.

Product Features:
  • Model Portfolio
  • Intra Day Trade alerts
  • Access to Quant Ratings
Real Money

More than 30 investing pros with skin in the game give you actionable insight and investment ideas.

Product Features:
  • Access to Jim Cramer's daily blog
  • Intraday commentary and news
  • Real-time trading forums
Only $49.95
14-Days Free
14-Days Free


Chart of I:DJI
DOW 17,813.39 +1.20 0.01%
S&P 500 2,088.87 -0.27 -0.01%
NASDAQ 5,116.1430 +13.3350 0.26%

Free Reports

Top Rated Stocks Top Rated Funds Top Rated ETFs