CHICAGO, March 27, 2013 /PRNewswire/ -- (NASDAQ: "DGICB") – On March 20, 2013, Gregory M. Shepard ("Mr. Shepard") announced a tender offer for 962,636 of the outstanding shares of Class B Common Stock of Donegal Group Inc. ("DGI") at a price of $30 per Class B share (the "Offer"). The Offer represents approximately a 42% premium to the closing price of DGI Class B shares on NASDAQ on March 19, 2013 – the last full trading day prior to the commencement of the Offer.
Mr. Shepard asks Class B shareholders: "Do you want to receive a premium for your Class B shares?" Mr. Shepard urges Class B shareholders to tender their shares and send a strong message to DGI management of the desire of the Class B shareholders to accept his Offer.
The DGI Board is currently deliberating whether to 1) recommend the Offer, 2) recommend against it, or 3) take no action and remain neutral. The recommendation of the DGI Board is expected on Wednesday, April 3, 2013, on Schedule 14D-9. Mr Shepard asks Class B stockholders to call Don Nikolaus, Chairman and CEO of DGI, at 800-877-0600, and Jeffrey Miller, Senior Vice President and Chief Financial Officer, at 717-426-1931, and urge them to endorse Mr. Shepard's Offer.
The Offer is not subject to any financing contingency. Other conditions apply to the Offer, including the tender of at least 925,000 Class B shares, insurance and bank regulatory approvals, expiration or early termination of the Hart-Scott-Rodino waiting period, and no litigation involving the Offer. Mr. Shepard is also seeking the appointment of three persons selected by him to the DGI Board and the board of Donegal Mutual Insurance Company ("Donegal Mutual"), as a condition of the Offer, without an increase in the size of each board from 12 directors.