Zurich Insurance Group Limited’s $741 Million Acquisition of Cover-More Group Limited


G+T advises Cover-More Group Limited on $741 million proposal by global insurance giant

Cover-More and Zurich today announced that they have entered into a binding scheme implementation agreement. If implemented, the transaction will result in Zurich acquiring all of the shares in Cover-More for $1.95 per share, a 48.3% premium over the last closing price of Cover-More shares.

The offer price represents an implied market capitalisation for Cover-More of $741 million and an implied enterprise value of $854 million.

Cover-More’s directors have unanimously recommended that Cover-More shareholders vote in favour of the scheme in the absence of a superior proposal and subject to the independent expert concluding that the scheme is in the best interests of Cover-More shareholders. The deal is subject to customary conditions, including approvals by Cover-More shareholders and the Court, as well as FIRB approval and approvals under the Hart-Scott-Rodino Antitrust Improvements Act 1976 and Financial Services and Markets Act (2000) (UK).

Cover-More is a leading travel insurance, medical assistance and employee assistance provider in Australia, with a global footprint that reaches from Australia and New Zealand, to China, India, Malaysia, the United Kingdom and the United States of America.

The Gilbert + Tobin team was led by Corporate Advisory partners John Williamson-Noble (Picture) and Tim Gordon and lawyers Chris Morse and Jenny Leung.

Involved fees earner: John Williamson-Noble – Gilbert + Tobin; Tim Gordon – Gilbert + Tobin; Chris Morse – Gilbert + Tobin; Jenny Leung – Gilbert + Tobin;

Law Firms: Gilbert + Tobin;

Clients: Zurich Insurance Group; Cover-More Group Limited;

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Author: Michael Patrini