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Sirius International Insurance Group, a global insurer and reinsurer, and Easterly Acquisition Corp. have announced a merger agreement that will end with more than the two companies forming one business. Under the terms of the agreement, Sirius Group will become a publicly listed company after Easterly merges with a Sirius Group subsidiary and becomes a wholly owned subsidiary of the company.
Once the ink is dry, Easterly's common stock will be exchanged for Sirius Group's common shares at a price of 1.05x Sirius Group's pro forma diluted GAAP book value per share as of June 30, according to a news release. Post-merger, Sirius Group's common stock will be traded on the NASDAQ. The proposed all stock-transaction is expected to create an entity with a pro forma market capitalization of around $2.2 billion at closing. Current stockholders of Easterly will own approximately 7% of the combined company.
The deal aims to expand Sirius Group’s operations, and fits into the company’s strategy to grow in part through more M&A activity in the future.
“We are pleased to become a public company though our partnership with Easterly,” said Allan Waters, President, CEO and Chairman of Sirius Group. “Access to the public equity markets will facilitate and accelerate our future growth via M&A transactions and organically.”
Meanwhile, Avshalom Kalichstein, CEO of Easterly, said in a press release: “We are excited to bring a company of the scale and stature of Sirius into the public markets. We believe this transaction will offer tremendous value to our shareholders.”
An earlier agreement that Sirius Group would acquire a controlling interest in The Phoenix Holdings Ltd. will terminate on July 2.
